Dated 1 February 2010 EUR 60,000,000 FACILITY AGREEMENT for INTERXION HOLDING N.V. arranged by BARCLAYS BANK PLC CITIGROUP GLOBAL MARKETS LIMITED FORTIS BANK (NEDERLAND) N.V. MERRILL LYNCH INTERNATIONAL CREDIT SUISSE AG, LONDON BRANCH JEFFERIES...Facility Agreement • January 12th, 2011 • InterXion Holding N.V. • England and Wales
INTERXION HOLDING N.V., AS ISSUER, INTERXION NEDERLAND B.V., INTERXION HEADQUARTERS B.V.; INTERXION CARRIER HOTEL (UK) LTD AND INTERXION DEUTSCHLAND GMBH, AS INITIAL GUARANTORS, THE BANK OF NEW YORK MELLON, LONDON BRANCH AS TRUSTEE, PRINCIPAL PAYING...Indenture • January 12th, 2011 • InterXion Holding N.V. • New York
INDENTURE dated as of February 12, 2010 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”), the Issuer’s wholly owned subsidiaries InterXion Nederland B.V., with its corporate seat at Amsterdam, The Netherlands, InterXion HeadQuarters B.V., with its corporate seat at Amsterdam, The Netherlands; InterXion Carrier Hotel (UK) Ltd and InterXion Deutschland GmbH (the “Initial Guarantors”), such other Persons as may from time to time become a party to this Indenture as an Additional Guarantor as provided herein, The Bank of New York Mellon (“BNYM”) as Trustee, Principal Paying Agent and Transfer Agent (as such terms are defined below), The Bank of New York Mellon (Luxembourg) S.A. (“BNYML”) as Registrar (as defined below), and Barclays Bank PLC (the “Security Trustee”).
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
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”).
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.
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.
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,
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).
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
Loan Agreement between Alpine Finanz Immobilien AG Lender Sägereisstrasse 25 InterXion (Schweiz) AG Borrower Sägereistrasse 29 Interxion Holding N.V. Joint and Several Debtor Tupolevlaan 22-24 NetherlandsInterXion Holding N.V. • January 12th, 2011
The Lender, Borrower and Joint and Several Debtor are herein referred to jointly as ‘the Parties’ or individually each as ‘Party’.
Dated 11 November 2010 THE BANK OF NEW YORK MELLON, LONDON BRANCH as Original Senior Secured Trustee - and - CERTAIN COMPANIES as Original Debtors - and - BARCLAYS BANK PLC acting as Security Trustee - and - others ADDITIONAL INTERCREDITOR AGREEMENTAdditional Intercreditor Agreement • January 12th, 2011 • InterXion Holding N.V.
The Company intends to issue €50,000,000 9.50% senior secured notes due February 2017 (the “Additional Senior Secured Notes”) under the Senior Secured Indenture, pursuant to which the Issuer issued the Original Senior Secured Notes, dated 12 February 2010 among, inter alias, the Original Senior Secured Trustee and the Company (the “Original Senior Secured Indenture”).
REGISTRATION RIGHTS 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.Registration Rights Agreement • January 12th, 2011 • InterXion Holding N.V. • New York
Whereas, the Company consummated an initial public offering (“IPO”) of Ordinary Shares and a listing of the Ordinary Shares on the New York Stock Exchange (“NYSE”) on the date hereof (the “Closing Date”); and
Confidential material has been omitted and filed separately with the Commission Lease between VA No. 1 (Point of View Logistics) B.V. and Interxion Nederland B.V. regarding Point of View Logistics Tupolevlaan 101-119 in SCHIPHOL-RIJKInterXion Holding N.V. • January 12th, 2011
Model adopted by the Real Estate Council (ROZ) on 30 July 2003. Reference to and use of this model are only permitted if the completed, added or deviating text is clearly recognisable as such. Additions and deviations should preferably be included under the heading ‘special provisions’. Any liability for adverse effects of the use the text of the model is excluded by the ROZ.
Confidential material has been omitted and filed separately with the Commission AMENDMENT TO LEASE AGREEMENT DATED 29 JUNE 2007Lease Agreement • January 12th, 2011 • InterXion Holding N.V.
SCI 43 rue du Landy, real estate investment company under French law (société civile immobilière) with capital of EUR 10,000, entered in the Trade and Companies Register (RCS) in PARIS under number 487 965 980 and having its registered office at 26, bd Malesherbes 75008 Paris,
Dated 12 February 2010 BARCLAYS BANK PLC as Revolving Agent - and - THE BANK OF NEW YORK MELLON, LONDON BRANCH as Original Senior Secured Trustee - and - The Revolving Lenders - and - CERTAIN COMPANIES as Original Debtors - and - BARCLAYS BANK PLC...Intercreditor Agreement • January 12th, 2011 • InterXion Holding N.V.
