Exhibit 4.3 VOTING AGREEMENT Cogent Communications Group, Inc. 1015 31st Street, N.W. Washington, D.C. 20007 Allied Riser Communications Corporation 1700 Pacific Avenue, Suite 400 Dallas, TX 75201 Ladies and Gentlemen: The undersigned,...Voting Agreement • October 16th, 2001 • Cogent Communications Group Inc
The undersigned, _________________________________, is a beneficial owner of, or has the right to vote, the number of shares set forth on Schedule I hereto (the "Shares") of Allied Riser Communications Corporation, a Delaware corporation (the "Company"), and wishes to facilitate the merger of August Caesar Merger Sub, Inc., a Delaware corporation ("Merger Sub"), which is a wholly-owned subsidiary of Cogent Communications Group, Inc., a Delaware corporation ("Cogent"), with and into the Company, pursuant to that certain Agreement and Plan of Merger by and among the Company, Cogent and Merger Sub, dated as of August 28, 2001 and amended as of October ____, 2001 (the "Agreement" and such merger, the "Merger"). The undersigned recognizes that the Merger will be of benefit to the undersigned, and that adoption of the Merger Agreement by stockholders of the Company at a meeting of Company stockholders (the "Company Stockholders Meeting") is a condition to the consummation of the Merger and h
ISSUER,First Supplemental Indenture • February 4th, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
BY AND AMONGAsset Purchase Agreement • February 27th, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
ALLIED RISER COMMUNICATIONS CORPORATION, ISSUER TOIndenture • January 25th, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
EXHIBIT C AGREEMENT AND PLAN OF MERGER DATED AS OF MARCH 30, 2004Merger Agreement • April 14th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
EXHIBIT H COGENT COMMUNICATIONS GROUP, INC. SEVENTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT ----------------------------- October 26, 2004 To each of the several holders of Series F Preferred Stock (the "Series F Purchasers"), each...Registration Rights Agreement • December 17th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
Exhibit 10.10 LEASE AGREEMENT OFFICE BUILDING THIS LEASE AGREEMENT (hereinafter referred to as this "LEASE") dated September 1, 2000 is made and entered into by and between 6715 Kenilworth Avenue Partnership, a District of Columbia limited...Lease Agreement • October 16th, 2001 • Cogent Communications Group Inc • District of Columbia
WITNESSETH:Stockholders Agreement • December 17th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
Exhibit 10.3 [LOGO] CREDIT AGREEMENT Dated as of October 24, 2001 among COGENT COMMUNICATIONS, INC., as Borrower, COGENT INTERNET, INC, as Additional Borrower, CISCO SYSTEMS CAPITAL CORPORATION, as Agent and The Other Lenders Party Hereto TABLE OF...Credit Agreement • January 3rd, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
SCHEDULE OF INFORMATION LENDER ANNEX EXHIBITS A Form of Notice of Borrowing B Form of Compliance Certificate C Form of Amended and Restated Borrower Security Agreement D Form of Amended and Restated Holdings Security Agreement E Form of Amended and Restated Additional Borrower Security Agreement F Form of Amended and Restated Borrower Stock Pledge Agreement G Form of Amended and Restated Additional Borrower Stock Pledge Agreement H Form of Amended and Restated Holdings Guaranty I Form of Amended and Restated Additional Borrower Guaranty J Form of Borrower Guaranty K Form of Stock Subscription Warrant L Form of Tranche A Note M Form of Tranche B Note N Form of Tranche X Note O Form of Assignment and Acceptance Agreement P Form of Confirmation of Position and Release Agreement CREDIT AGREEMENT THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Agreement") is entered into as of October 24, 2001, among COGENT COMMUNICATIONS, INC., a Delaware corporation ("Borrower"), COGENT INTERNET,
RECITALS:Employment Agreement • October 16th, 2001 • Cogent Communications Group Inc • District of Columbia
INDENTURE Dated as of February 20, 2015 Among COGENT COMMUNICATIONS GROUP, INC. THE GUARANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Collateral Agent 5.375% SENIOR SECURED NOTES DUE 2022Indenture • February 20th, 2015 • Cogent Communications Holdings, Inc. • Services-prepackaged software • New York
INDENTURE, dated as of February 20, 2015, among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined herein) listed on the signature pages hereto and Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee and as Collateral Agent.
EXHIBIT E AGREEMENT AND PLAN OF MERGER DATED AS OF OCTOBER 26, 2004Merger Agreement • December 17th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
INDENTURE Dated as of June 11, 2024 Among COGENT COMMUNICATIONS GROUP, LLC, COGENT FINANCE, INC., THE GUARANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee 7.000% SENIOR NOTES DUE 2027Indenture • June 11th, 2024 • Cogent Communications Holdings, Inc. • Communications services, nec • New York
INDENTURE, dated as of June 11, 2024, among Cogent Communications Group, LLC, a Delaware limited liability company (the “Company”), Cogent Finance, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors (as defined herein) listed on the signature pages hereto and Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee.
AMENDMENT NO. 1Credit Agreement • May 15th, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • June 6th, 2006 • Cogent Communications Group Inc • Services-prepackaged software • New York
LEHMAN BROTHERS INC. BEAR, STEARNS & CO. INC. As Representatives of the several Underwriters named in Schedule 1 attached hereto, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
AMENDMENT NO. 2Credit Agreement • May 15th, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
WITNESSETH:Stockholders Agreement • April 14th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
INDENTURE Dated as of June 22, 2022 Among COGENT COMMUNICATIONS GROUP, INC. THE GUARANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee 7.000% SENIOR NOTES DUE 2027Indenture • June 22nd, 2022 • Cogent Communications Holdings, Inc. • Communications services, nec • New York
INDENTURE, dated as of June 22, 2022, among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined herein) listed on the signature pages hereto and Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee.
Exhibit 4.2 COGENT COMMUNICATIONS GROUP, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 7th, 2002 • Cogent Communications Group Inc • Services-business services, nec
LEHMAN BROTHERS INC. BEAR, STEARNS & CO. INC. As Representatives of the several Underwriters, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019Lock-Up Letter Agreement • June 16th, 2006 • Cogent Communications Group Inc • Services-prepackaged software
The undersigned understands that you and certain other firms (the "UNDERWRITERS") propose to enter into an Underwriting Agreement (the "UNDERWRITING AGREEMENT") providing for the purchase by the Underwriters of shares (the "SHARES") of Common Stock, par value $0.001 per share (the "COMMON STOCK"), of Cogent Communications Group, Inc., a Delaware corporation (the "COMPANY"), and that the Underwriters propose to reoffer the Shares to the public (the "OFFERING").
AMENDMENT NO. 4Service Provider Agreement • January 3rd, 2002 • Cogent Communications Group Inc • Services-business services, nec
EXHIBIT A AGREEMENT AND PLAN OF MERGER DATED AS OF JANUARY 2, 2004Merger Agreement • April 14th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
Cogent Communications Group, Inc.Registration Rights Agreement • June 12th, 2007 • Cogent Communications Group Inc • Services-prepackaged software • New York
Cogent Communications Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Initial Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 1.00% Convertible Senior Notes due 2027 (the “Securities”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Initial Purchasers thereunder, the Company (and, for the purposes of Section 5 only, Cogent Communications, Inc., a Delaware corporation (the “Principal Subsidiary”) agrees with the Initial Purchasers for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
EXHIBIT F COGENT COMMUNICATIONS GROUP, INC. FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT -----------------------------Registration Rights Agreement • April 14th, 2004 • Cogent Communications Group Inc • Services-prepackaged software • New York
UNDERWRITING AGREEMENTUnderwriting Agreement • November 13th, 2006 • Cogent Communications Group Inc • Services-prepackaged software • New York
Certain stockholders named in Schedule 2 attached hereto (the “Selling Stockholders”), propose to sell an aggregate of 7,000,000 shares (the “Stock”) of the common stock, par value $0.001 per share (the “Common Stock”) of Cogent Communications Group, Inc. (the “Company”). This is to confirm the agreement (the “Agreement”) concerning the purchase of the Stock from the Selling Stockholders by RBC Capital Markets Corporation (the “Underwriter”).
• Shares Cogent Communications Group, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 20th, 2005 • Cogent Communications Group Inc • Services-prepackaged software • New York
LEHMAN BROTHERS INC. As Representative of the several Underwriters named in Schedule 1 attached hereto, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
RECITALS:Dark Fiber Lease Agreement • January 3rd, 2002 • Cogent Communications Group Inc • Services-business services, nec • New York
INDENTURE Dated as of June 3, 2020 Among COGENT COMMUNICATIONS FINANCE, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, DEUTSCHE BANK AG, LONDON BRANCH, as Paying Agent, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Registrar and...Indenture • June 9th, 2020 • Cogent Communications Holdings, Inc. • Communications services, nec • New York
INDENTURE, dated as of June 3, 2020, among Cogent Communications Finance, Inc., a Delaware corporation (the “Company”), Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee, Deutsche Bank AG, London Branch, as Paying Agent, and Deutsche Bank Trust Company Americas, as Registrar and Authentication Agent.
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among Sprint LLC, Sprint Communications LLC and Cogent Infrastructure, Inc. Dated as of September 6, 2022Membership Interest Purchase Agreement • September 7th, 2022 • Cogent Communications Holdings, Inc. • Communications services, nec • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of September 6, 2022 by and among Sprint Communications LLC, a Kansas limited liability company (“Sprint Communications”), Sprint LLC, a Delaware limited liability company (“Seller”), and Cogent Infrastructure, Inc., a Delaware corporation (“Buyer”).
Amended and Restated Loan and Security AgreementLoan and Security Agreement • December 16th, 2005 • Cogent Communications Group Inc • Services-prepackaged software • Virginia
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into on the above date between SILICON VALLEY BANK (“Silicon”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 3353 Peachtree Road, NE, Suite M-10, Atlanta, Georgia 30326 and the borrowers named above or now or hereafter added to this Agreement (jointly and severally, the “Borrower”), whose chief executive office is located at one of the two above addresses (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • June 12th, 2014 • Cogent Communications Group Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”), dated as of May 15, 2014, is among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), Cogent Communications Holdings, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of the Company (“Holdings”), and Cogent Communications Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Holdings (“Merger Sub”).
LEASE AGREEMENTLease Agreement • January 11th, 2023 • Cogent Communications Holdings, Inc. • Communications services, nec
THIS LEASE AGREEMENT (hereinafter referred to as this "Lease") dated January 6, 2023, is made and entered into by and between Germanium LLC, a Delaware limited liability company, (hereinafter referred to as "Landlord"), having an office for purposes of notices hereunder at 1627 K Street, NW, Washington, D.C. 20006 and Cogent Communications, Inc. a Delaware corporation (hereinafter referred to as "Tenant"), having an office for purposes of notices hereunder at 2450 N Street, N.W., 4th Floor, Washington, D.C., 20037
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • June 12th, 2014 • Cogent Communications Group Inc • Services-prepackaged software • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 15, 2014, among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), Cogent Communications Holdings, Inc., a Delaware corporation (the “Guarantor”), and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 31st, 2005 • Cogent Communications Group Inc • Services-prepackaged software • New York
THIS ASSET PURCHASE AGREEMENT (this Agreement) is made as of September 15, 2004 (the Effective Date) between Global Access Telecommunications, Inc., a Delaware corporation, (Seller), Symposium Gamma, Inc., a corporation organized under the laws of Delaware, (Purchaser) and Cogent Communications Group, Inc, a Delaware corporation (Parent).
FIBER OPTIC NETWORK LEASED FIBER AGREEMENT PRODUCT ORDERFiber Optic Network Leased Fiber Agreement • October 16th, 2001 • Cogent Communications Group Inc • New York
