This Debenture is subject to the provisions of the Intercreditor and Collateral Agency Agreement (as defined herein)Debenture • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
WHEREAS under an indenture dated on or about the date hereof among, inter alios, the Collateral Agent, the Issuer and GCUK (the “Indenture”), the Chargors have agreed under the Indenture to grant a charge upon certain of their assets as security for their obligations thereunder
SECURITY ARRANGEMENT AGREEMENTSecurity Arrangement Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
GLOBAL CROSSING (UK) FINANCE PLC, as the Issuer, GLOBAL CROSSING (UK) TELECOMMUNICATIONS LIMITED, as a Guarantor, STT COMMUNICATIONS LTD., as Optionholder, AIB/BNY FUND MANAGEMENT (IRELAND) LIMITED, as Irish Paying Agent, and THE BANK OF NEW YORK, as...Indenture • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
INDENTURE dated as of December 23, 2004 between GLOBAL CROSSING (UK) FINANCE PLC, a company organized under the laws of England and Wales (the “Issuer”), as issuer, GLOBAL CROSSING (UK) TELECOMMUNICATIONS LIMITED (the “Company”), as a guarantor, STT COMMUNICATIONS LTD., THE BANK OF NEW YORK, a New York banking company, as trustee (the “Trustee”), and AIB/BNY Fund Management (Ireland) Limited, as Irish Paying Agent.
AFFILIATE SUBORDINATION AGREEMENTAffiliate Subordination Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
AFFILIATE SUBORDINATION AGREEMENT dated as of December 23, 2004, by and among GLOBAL CROSSING LIMITED, a company duly organized and validly existing under the laws of Bermuda (the “Issuer”), Global Crossing (UK) Telecommunications Limited, a company organized under the laws of England and Wales (“GCUK Telecom”), the other entities identified on the signature pages hereto under the caption “UK ENTITIES” (collectively, the “UK Entities”), and the other entities identified on the signature pages hereto under the caption “GUARANTORS” (such other entities (excluding the UK Entities), and any entity that shall become a Guarantor pursuant to Section 4.19 of the below-referenced Indenture, being herein called the “Guarantors” and, together with the Issuer and the UK Entities, the “Credit Parties”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee and agent under the below-referenced Indenture (in such capacity, together with its successors in such capacity, the “Trustee”).
ContractSecurity Transfer Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES UNLESS REGISTERED UNDER THE ACT OR EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE ACT.
AGREEMENT IN RESPECT OF TELECOMMUNICATION APPARATUS between RAILTRACK PLC and BR TELECOMMUNICATIONS LIMITEDTelecommunications • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
GLOBAL CROSSING (UK) FINANCE PLC $200,000,000 Dollar Notes Due 2014 £105,000,000 Pound Notes Due 2014 Purchase AgreementPurchase Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
Global Crossing (UK) Finance PLC, a public limited company organized under the laws of the United Kingdom (the “Issuer”), proposes to issue and sell (the “Offering”) to Goldman, Sachs & Co. (the “Initial Purchaser” or the “Representative”), $200.0 million principal amount of its 10.75% notes due 2014 (the “Dollar Notes”) and £105.0 million principal amount of its 11.75% notes due 2014 (the “Pound Notes” and, together with the Dollar Notes, the “Notes”). The obligations of the Issuer under the Indenture (as hereinafter defined) and the Notes will be guaranteed (the “Guarantee”) by Global Crossing (UK) Telecommunications Limited (the “Guarantor”). The Notes and the Guarantee are hereinafter referred to as the “Securities.” The Securities are to be issued under an indenture (the “Indenture”), to be dated as of the Closing Date, between the Issuer, the Guarantor and The Bank of New York, as trustee (the “Trustee”). The Securities will have the benefit of a registration rights agreement (th
DATED 31st March 1995 BRITISH RAILWAYS BOARD to BR TELECOMMUNICATIONS LIMITEDDeed of Grant • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
IN WITNESS whereof the parties hereto have duly executed this Deed and have delivered it the day and year first before written
AGREEMENT in respect of TELECOMMUNICATIONS APPARATUS between BRITISH RAILWAYS BOARD and BR TELECOMMUNICATIONS LIMITEDTelecommunications Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
FINANCE LEASE AGREEMENTFinance Lease Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • England and Wales
INTERCREDITOR AND COLLATERAL AGENCY AGREEMENTIntercreditor and Collateral Agency Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
This INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT (as amended, amended and restated or otherwise modified from time to time in accordance with the terms hereof, herein called this “Agreement”) is dated as of December 23, 2004 among (i) J. ARON & COMPANY, as Interest Hedge Secured Party under the Interest Hedge Contract (as defined below), and (ii) THE BANK OF NEW YORK, as trustee (in such capacity, together with its successors and assigns, the “Trustee”) for the holders of the Senior Notes (as defined below) issued under the Indenture (as defined below), (iii) THE BANK OF NEW YORK, as Collateral Agent (as defined below) and (iv) the other persons who may become parties to this Agreement from time to time pursuant to and in accordance with Section 6 of this Agreement.
ContractSecurity Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • New York
THIS SECURITY (OR ITS PREDECESSOR) HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS, EXCEPT AS SET FORTH IN THE NEXT SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE HOLDER:
POUNDS STERLING DENOMINATED LOAN AGREEMENT RELATING TO THE POUNDS STERLING PROCEEDS OF THE HIGH-YIELD OFFERINGLoan Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • England and Wales
POUNDS STERLING DENOMINATED LOAN AGREEMENT RELATING TO THE US DOLLAR PROCEEDS OF THE HIGH-YIELD OFFERINGLoan Agreement • July 8th, 2005 • Global Crossing Uk Telecommunications LTD • England and Wales
DATED Thirty First March 1995 RAILTRACK PLC to BR TELECOMMUNICATIONS LIMITEDDeed of Grant • July 8th, 2005 • Global Crossing Uk Telecommunications LTD
IN WITNESS whereof the parties hereto have duly executed this Deed and have delivered it the day and year first before written
