1 EXHIBIT 10.34 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of February 14, 2001 among Qwest Communications International Inc., a Delaware corporation (the "Guarantor"), Qwest Capital...Registration Rights Agreement • March 16th, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
dated as of May 4, 2001Credit Agreement • September 5th, 2002 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT Dated September 30 , 1997Stock Purchase Agreement • November 6th, 1997 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Colorado
13% Senior Subordinated Secured Notes due 2007 13 1/2% Senior Subordinated Secured Notes due 2010 14% Senior Subordinated Secured Notes due 2014 and Additional Notes (as defined herein)Indenture • January 10th, 2003 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
1 Exhibit 10.39 PURCHASE AGREEMENT QWEST CAPITAL FUNDING, INC. $1,250,000,000 OF 5.875% Notes due August 3, 2004 $2,000,000,000 OF 7% NOTES DUE AUGUST 3, 2009 $500,000,000 OF 7.625% Notes due August 3, 2021 UNCONDITIONALLY GUARANTEED AS TO PAYMENT OF...Purchase Agreement • August 14th, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
AGREEMENT ---------Stock Purchase Agreement • November 6th, 1997 • Qwest Communications International Inc • Telephone communications (no radiotelephone)
EXHIBIT 10.8 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of the 24th day of October, 2001 by and between Qwest Communications International Inc., a Delaware corporation (the "Company"), and Joseph P....Employment Agreement • April 1st, 2002 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
RECITALSSupplemental Indenture • August 11th, 2000 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
Issuer toIndenture • March 19th, 1998 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.14 QWEST COMMUNICATIONS INTERNATIONAL INC. EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT ------------------------------------ THIS AGREEMENT made as of this _____ day of June, 1997, between QWEST COMMUNICATIONS INTERNATIONAL...Non-Qualified Stock Option Agreement • March 19th, 1998 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF MARCH 8, 1998Merger Agreement • March 9th, 1998 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
SECOND AMENDED AND RESTATED OPERATING AGREEMENT OF SLINGSHOT NETWORKS, LLCOperating Agreement • August 11th, 2000 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 2.2 FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER FIRST AMENDMENT (this "AMENDMENT"), to AGREEMENT AND PLAN OF MERGER dated as of March 8, 1998 (the "AGREEMENT AND PLAN OF MERGER") among QWEST COMMUNICATIONS INTERNATIONAL INC., a Delaware...Agreement and Plan of Merger • May 13th, 1998 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
RECITALSSettlement Agreement • May 16th, 1997 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Colorado
ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF QWESTAgreement • July 20th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of the 21st day of December, 1996 by and between Qwest Holding Corporation, a Colorado corporation, having its principal executive offices in Denver, Colorado...Employment Agreement • May 16th, 1997 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
This Form of Nonqualified Stock Option Agreement is being used to evidence the stock option grants referred to in the response to Question 46 in the Offer Circular. This form will not be used for any award grants pursuant to the Exchange Offer.] FORM...Nonqualified Stock Option Agreement • October 31st, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
PURCHASE AGREEMENT QWEST CAPITAL FUNDING, INC. Floating Rate Notes due July 8, 2002 Unconditionally Guaranteed as to Payment of Principal and Interest by QWEST COMMUNICATIONS INTERNATIONAL INC.Purchase Agreement • August 11th, 2000 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
1 Exhibit 10.40 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of July 30, 2001 among Qwest Communications International Inc., a Delaware corporation (the "Guarantor"), Qwest Capital...Registration Rights Agreement • August 14th, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
This Form of Restricted Stock Agreement is being used to evidence the restricted stock grants referred to in the response to Question 46. This form will not be used for any award grants pursuant to the Exchange Offer.] FORM OF RESTRICTED STOCK...Restricted Stock Agreement • October 31st, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
EXHIBIT 10.1 COMMON STOCK PURCHASE AGREEMENT by and between QWEST COMMUNICATIONS INTERNATIONAL INC.Common Stock Purchase Agreement • April 27th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
Exhibit 4.4 FIRST AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 12th, 2000 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
TERM LOAN AGREEMENTTerm Loan Agreement • September 5th, 2002 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
U S WEST SAVINGS PLAN/ESOP TRUST AGREEMENTTrust Agreement • December 5th, 2001 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
NON-QUALIFIED STOCK OPTION AGREEMENT This Option Agreement (the "Agreement") is made as of the 13th day of August, 1999, between Qwest Communications International Inc., a Delaware corporation (the "Company"), and __________ (the "Optionee"). WHEREAS,...Non-Qualified Stock Option Agreement • September 17th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
PURCHASE AGREEMENTPurchase Agreement • August 22nd, 2002 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
amongRegistration Rights Agreement • January 10th, 2003 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT EStandstill Agreement • September 20th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT CPreferred Stock Purchase Agreement • September 20th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
7.5% Senior Notes Due 2008 REGISTRATION AGREEMENT Dated: November 4, 1998 NYDOCS01/565802 2Registration Agreement • February 2nd, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
Issuer toIndenture • March 19th, 1998 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 10.1 VOTING AGREEMENT Agreement dated as of July 18, 1999 among each of the shareholders listed on the signature page hereto (each, a "Shareholder") and U S WEST, Inc., a Delaware corporation (the "Company"). (A) Capitalized terms used herein...Voting Agreement • July 20th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • Delaware
RECITALSRegistration Rights Agreement • April 28th, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
QWEST COMMUNICATIONS INTERNATIONAL INC. $555,890,000 9.47% Senior Discount Notes Due 2007Purchase Agreement • December 22nd, 1997 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
Exhibit 4.1(e) INDENTURE, dated as of November 4, 1998 between Qwest Communications International Inc., a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 555...Indenture • February 2nd, 1999 • Qwest Communications International Inc • Telephone communications (no radiotelephone) • New York
