INTERXION HOLDING N.V. 4,000,000 Ordinary Shares Plus an option to purchase from the Company, up to 600,000 additional Ordinary Shares Ordinary Shares (nominal value €0.10 per share) Underwriting AgreementInterXion Holding N.V. • July 1st, 2019 • Services-computer programming, data processing, etc. • New York
INTERXION HOLDING N.V. (limited liability company incorporated under the laws of the Netherlands) Ordinary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2011 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
InterXion Holding N.V., a limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), with its corporate seat at Amsterdam, the Netherlands, and the persons listed in Schedule B hereto (the “Selling Shareholders”), confirm their respective agreements with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Citigroup Global Markets Inc., Barclays Capital Inc. and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Citigroup Global Markets Inc. and Barclays Capital Inc. are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the Selling Shareholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of ord
INTERXION HOLDING N.V., as the Issuer THE GUARANTORS PARTY HERETO, THE BANK OF NEW YORK MELLON, LONDON BRANCH, as Trustee and Paying Agent and THE BANK OF NEW YORK MELLON SA/NV, LUXEMBOURG BRANCH, as Transfer Agent and Registrar INDENTURE Dated as of...Indenture • June 19th, 2018 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
INDENTURE dated as of June 18, 2018, among InterXion Holding N.V., a public limited liability company incorporated under the laws of the Netherlands and with its corporate seat at Amsterdam, the Netherlands (the “Issuer”), the Guarantors (as defined herein), The Bank of New York Mellon, London Branch as trustee (the “Trustee”) and paying agent (the “Paying Agent”), and The Bank of New York Mellon SA/NV, Luxembourg Branch as Transfer Agent and Registrar (each, as defined herein).
PURCHASE AGREEMENT BY AND AMONG DIGITAL REALTY TRUST, INC., DN 39J 7A B.V., AND INTERXION HOLDING N.V. DATED AS OF OCTOBER 29, 2019Purchase Agreement • October 30th, 2019 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • Delaware
This PURCHASE AGREEMENT (this “Agreement”), dated as of October 29, 2019, by and among Digital Realty Trust, Inc., a Maryland corporation (“Parent”), DN 39J 7A B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of the Netherlands and an indirect subsidiary of Parent and Parent OP (“Buyer”), and InterXion Holding N.V., a Dutch public limited liability company (naamloze vennootschap) organized under the Laws of the Netherlands (the “Company”),
Dated 14 April 2014 EUR 100,000,000 FACILITY AGREEMENT for INTERXION HOLDING N.V. arranged by ABN AMRO BANK N.V. BARCLAYS BANK PLC with BARCLAYS BANK PLC acting as Agent and BARCLAYS BANK PLC acting as Security Trustee SENIOR SECURED FACILITY AGREEMENTFacility Agreement • April 21st, 2014 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
Lease Agreement between InterXion Netherlands B.V. and ProLogis Netherlands VII SarL dated April 15, 2013. Reference number: AB8374620Lease Agreement • April 8th, 2014 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
Reference to and use of this model are only permitted in the event that the filled in, the added or the varying text is clearly recognizable as such. Additions and variations must preferably be placed under the heading ‘exceptional terms and conditions’.
INTERXION HOLDING N.V., AS ISSUER, INTERXION BELGIUM N.V., INTERXION DANMARK APS, INTERXION CARRIER HOTEL LIMITED, INTERXION DATACENTERS B.V., INTERXION DEUTSCHLAND GMBH, INTERXION ESPAÑA S.A., INTERXION FRANCE SAS, INTERXION HEADQUARTERS B.V.,...Indenture • July 5th, 2013 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
INDENTURE dated as of July 3, 2013 among InterXion Holding N.V., a limited liability company incorporated under the laws of The Netherlands and with its corporate seat at Amsterdam, The Netherlands (the “Issuer”), InterXion Belgium N.V., InterXion Danmark ApS, InterXion Carrier Hotel Limited, InterXion Datacenters B.V., InterXion Deutschland GmbH, Interxion España S.A., InterXion France SAS, InterXion HeadQuarters B.V., InterXion Ireland Limited, InterXion Nederland B.V. and InterXion Operational B.V. (the “Initial Guarantors”), such other Persons as may from time to time become a party to this Indenture upon Incurring a Guarantee (as provided herein), The Bank of New York Mellon, London Branch as Trustee, Principal Paying Agent and Transfer Agent (as such terms are defined below), The Bank of New York Mellon (Luxembourg) S.A., as Registrar (as defined below), and Barclays Bank PLC (the “Security Trustee”).
AMENDMENT NO. 1 TO PURCHASE AGREEMENTPurchase Agreement • January 24th, 2020 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
This AMENDMENT NO. 1 TO PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of January 23, 2020, by and among Digital Realty Trust, Inc., a Maryland corporation (“Parent”), Digital Intrepid Holding B.V. (formerly known as DN 39J 7A B.V.), a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) organized under the Laws of the Netherlands (“Buyer”), and InterXion Holding N.V., a Dutch public limited liability company (naamloze vennootschap) organized under the Laws of the Netherlands (the “Company”). Capitalized terms used herein without definition shall have the meanings given to them in the Purchase Agreement (as defined below).
En Madrid, a 5 de julio de 2013 TRANSLATION FOR INFORMATIVE PURPOSES In Madrid, on July 5, 2013 CONTRATO DE ARRENDAMIENTO DE LA PROPIEDAD SITA EN CALLE EMILIO MUÑOZ 49-51 LEASE AGREEMENT LEASE OF THE PROPERTY LOCATED AT CALLE EMILIO MUÑOZ 49-51...Lease Agreement • April 8th, 2014 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
ContractInterXion Holding N.V. • January 12th, 2011
*** Pursuant to a request for confidential treatment filed with the Securities and Exchange Commission, confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission
ContractFacility Agreement • April 28th, 2015 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
Accession Letter to the Senior Multicurrency Revolving Facility Agreement dated December 22, 2014 among InterXion Holding N.V. and InterXion Österreich GmbH, as additional guarantor.
Dated July 2013 BARCLAYS BANK PLC as Revolving Agent - and - THE BANK OF NEW YORK MELLON, LONDON BRANCH as Original Senior Secured Notes Trustee - and - The Revolving Lenders - and - CERTAIN COMPANIES as Original Debtors - and - BARCLAYS BANK PLC...Intercreditor Agreement • July 5th, 2013 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • Jersey
EMPLOYMENT AGREEMENT MANAGING DIRECTOR INTERXION HOLDING N.V.Employment Agreement • April 27th, 2012 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
The Company will therefore continue to employ the Managing Director from 5 November 2010 onwards under the condition (opschortende voorwaarde) that the general meeting of shareholders of the Company will appoint the Managing Director as Statutory Director (statutair directeur) and approve the remuneration package as proposed to the general meeting of shareholders (hereafter referred to as the Condition).
ContractInterXion Holding N.V. • April 28th, 2015 • Services-computer programming, data processing, etc. • New York
Supplemental Indenture dated as of December 22, 2014 among InterXion Holding N.V., as Issuer, InterXion Österreich GmbH, as Guaranteeing Entity, and The Bank of New York Mellon, London Branch, as trustee.
PERFORMANCE SHARES AGREEMENT for 2019 Executive Director pursuant to the INTERXION HOLDING N.V.InterXion Holding N.V. • January 29th, 2020 • Services-computer programming, data processing, etc.
PERFORMANCE SHARES AGREEMENT SMT Members pursuant to the INTERXION HOLDING N.V.Performance Shares Agreement • January 29th, 2020 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
MANAGEMENT AGREEMENTManagement Agreement • March 30th, 2017 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
RESTRICTED SHARES AGREEMENT Senior Management Team pursuant to the INTERXION HOLDING N.V.Restricted Shares Agreement • January 29th, 2020 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
SHAREHOLDERS AGREEMENT Dated as of , 2011 INTERXION HOLDING N.V. and CHIANNA INVESTMENT N.V. and LAMONT FINANCE N.V. and BAKER COMMUNICATIONS FUND II, L.P.Shareholders Agreement • January 12th, 2011 • InterXion Holding N.V. • New York
This Shareholders Agreement (the “Agreement”) is entered into on this day of , 2011 by and among INTERXION HOLDING N.V., a limited liability company (naamloze vennootschap) organized under the laws of The Netherlands (the “Company”), and LAMONT FINANCE N.V., a company organized under the laws of the Netherlands Antilles (“Baker I”), CHIANNA INVESTMENT N.V., a company organized under the laws of the Netherlands Antilles (“Baker II”), and BAKER COMMUNICATIONS FUND II, L.P., a limited partnership organized under the laws of Delaware, U.S.A. (“Baker III”, together with Baker I and Baker II, “Baker”).
Dated 9 May 2012 INTERXION HOLDING N.V. as Company and Original Borrower - and - THE COMPANIES LISTED IN SCHEDULE 1 as Obligors - with - BARCLAYS BANK PLC acting as Agent - and - BARCLAYS BANK PLC acting as Security Trustee AMENDMENT AGREEMENT...InterXion Holding N.V. • May 15th, 2012 • Services-computer programming, data processing, etc. • London
TELECITY GROUP PLC INTERXION HOLDING N.V. IMPLEMENTATION AGREEMENT AND PLAN OF REORGANIZATIONImplementation Agreement • March 9th, 2015 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • England and Wales
EXECUTION COPY David C. Ruberg InterXion Holding N.V. Scorpius 30InterXion Holding N.V. • October 30th, 2019 • Services-computer programming, data processing, etc.
In your capacity as board member of InterXion Holding N.V. (the “Company”) you are aware of our offer contemplated by that certain Purchase Agreement, dated as of the date hereof, by and among Parent, Buyer and the Company (the “Purchase Agreement”) for the acquisition by Buyer (the “Offeror”) of all of the outstanding ordinary shares in the Company (the “Shares”) in exchange for 0.7067 shares of Parent Common Stock per Share (the “Offer Consideration”) (the “Offer”). Capitalised terms used but not defined herein have the respective meanings ascribed to them in the Purchase Agreement.
Lease of Cessnalaan 1-33 Schiphol-Rijk Between Interxion Nederland B.V. and VastNed Industrial B.V.InterXion Holding N.V. • January 12th, 2011
Model drawn up by the Dutch Raad voor Onroerende Zaken (ROZ) on 30 June 2003. Reference to this model and the use thereof is only permitted if the text that is inserted, added or varied is clearly recognisable as such. Any additions and variations should preferably be included under the heading ‘special conditions’. The ROZ expressly excludes any liability for any adverse consequences of the text of this model.
SUPPLEMENTAL INDENTURESupplemental Indenture • June 17th, 2013 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
Supplemental Indenture (this “Supplemental Indenture”), dated as of June 14, 2013 among Interxion Holding N.V. (the “Issuer”), a public limited liability company organized in the Netherlands having its registered office at Tupolevlaan 24, 1119 NX Schiphol-Rijk, The Netherlands and registered with the Trade Register of the Chamber of Commerce in Amsterdam under the number 33301892, the guarantors listed in the Annex hereto (the “Guarantors”), The Bank of New York Mellon, London Branch, as trustee (the “Trustee”), and Barclays Bank PLC, as security trustee (the “Security Trustee”).
ContractInterXion Holding N.V. • April 28th, 2015 • Services-computer programming, data processing, etc.
Amendment Letter to the Senior Multicurrency Revolving Facility Agreement dated July 17, 2014, by and among, Interxion Holding N.V., and Barclays Bank PLC, as agent.
Lease Agreement between InterXion Holding B.V. and GiP Gewerbe im Park GmbH dated January 29, 1999 as amended by Supplement No. 17 to the Lease Agreement dated September 1, 2011. * * *Confidential material has been omitted and filed separately with...Lease Agreement • April 26th, 2013 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
INTERXION HOLDING N.V. FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • January 12th, 2011 • InterXion Holding N.V.
This FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT is entered into on this 24th day of December, 2009 by and among INTERXION HOLDING N.V., a limited liability company (naamloze vennootschap) organized under the laws of The Netherlands (the “Company”), and each of the parties listed on Schedule I hereto.
Amendment Letter to Facility AgreementInterXion Holding N.V. • January 12th, 2011
We refer to the Facility Agreement. Unless otherwise specified herein, terms defined and references construed in the Facility Agreement shall have the same meaning and construction when used in this Amendment Letter.
DATED 2011InterXion Holding N.V. • April 27th, 2012 • Services-computer programming, data processing, etc.
INTERXION CARRIER HOTEL LIMITED a company registered with number 03753969 whose registered office is at 5th Floor, 91-95 Brick Lane, London E1 6QL.
Confidential material has been omitted and filed separately with the Commission INTERXION FRANCE BAT. 501 Memorandum of UnderstandingInterXion Holding N.V. • January 12th, 2011
ICADE, a public limited company with a capital of EUR 74,995,434.29, with its head office at 35 Rue de la Gare, F-75019 Paris, France, listed in the Commercial Register of the Paris Chamber of Commerce and Industry under number B 582 074 944,
Dated 17 June 2013 EUR 100,000,000 FACILITY AGREEMENT for INTERXION HOLDING N.V. arranged by ABN AMRO BANK N.V. BARCLAYS BANK PLC CITIGROUP GLOBAL MARKETS LIMITED CREDIT SUISSE AG, LONDON BRANCH BANC OF AMERICA SECURITIES LIMITED with BARCLAYS BANK...Intercreditor Agreement • June 20th, 2013 • InterXion Holding N.V. • Services-computer programming, data processing, etc. • New York
Confidential material has been omitted and filed separately with the Commission AGREEMENT FOR COMMERCIAL PREMISESInterXion Holding N.V. • January 12th, 2011
In the context of this use the lessee may use the premises let exclusively for sales which do not exclude preliminary tax deduction. Any change in the purpose of tenancy requires the previous written consent of the lessor (see §1, paragraph 1 of the AVB).
ANNEX No. 19 to the lease dated 29 January / 5 February 1999 and Annex 1 dated 21 May 1999 and Annex 2 dated 14 / 28 May 1999 and Annex 3 dated 1 October / 18 October 1999 and declaration of acceptance dated 23 November 1999 and Annex 4 dated 11...Lease Agreement • April 8th, 2014 • InterXion Holding N.V. • Services-computer programming, data processing, etc.
Mr Joachim Schönwandt, Group Manager, Asset Management Deutschland, northern estate, and Mr Dominic Moll, Departmental Manager, Asset Management Deutschland
BY AND BETWEENLease Agreement • January 12th, 2011 • InterXion Holding N.V. • Madrid
Mr EDUARDO VIÑAMBRES MARTINEZ, of legal age, married, industrialist, resident in Madrid at no. 15 Avda. del Valle, with Tax Identification No. 1.683.083N, THE PARTY OF THE FIRST PART, AND
BY AND BETWEENInterXion Holding N.V. • April 27th, 2012 • Services-computer programming, data processing, etc.
The Property and the building are located in calle Albasanz N° 73, Madrid 28037. It is comprised of a ground floor, housing the loading and unloading area, reception offices, toilets, a warehouse compartment with mobile shelves for material storage. The first floor contains toilets, a kitchen and offices, and the second floor contains the rest of the offices, toilets and other management and personnel services. Both floors are connected by an inner stair, a lift and a service lift.
