DEPOSIT AGREEMENT by and among INVITEL HOLDINGS A/S as Issuer AND DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated...Deposit Agreement • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec • New York
DEPOSIT AGREEMENT, dated as of February 27, 2009 by and among (i) Invitel Holdings A/S, a public limited company incorporated under the laws of the Kingdom of Denmark, and its successors (the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
DEPOSIT AGREEMENTDeposit Agreement • February 23rd, 2009 • Invitel Holdings a/S • Communications services, nec • Delaware
DEPOSIT AGREEMENT, dated as of February 27, 2009 by and among (i) Invitel Holdings A/S, a public limited company incorporated under the laws of the Kingdom of Denmark, and its successors (the "Company"), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, and any successor depositary hereunder (the "Depositary"), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
HTCC HOLDCO I B.V., AS ISSUER, THE BANK OF NEW YORK MELLON, AS TRUSTEE, REGISTRAR, TRANSFER AGENT, PRINCIPAL PAYING AGENT, CALCULATION AGENT AND SECURITY TRUSTEE AND THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A., AS LUXEMBOURG PAYING AGENT AND...Indenture • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec • New York
AMENDED AND RESTATED INDENTURE dated as of October 15, 2009 among HTCC Holdco I B.V., a private company with limited liability organized under the laws of the Netherlands (the “Issuer”), The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. (formerly known as The Bank of New York (Luxembourg) S.A.) (the “Luxembourg Paying Agent”) amending and restating the indenture dated as of October 30, 2006 (the “Original Indenture”) as amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture” together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”).
FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Fifth Supplemental Indenture”), dated as of /February 2/, 2009, among MAGYAR TELECOM B.V., a private company with limited liability incorporated under the laws of The Netherlands (“Matel” or the “Issuer”), INVITEL INTERNATIONAL HUNGARY KFT (“Invitel International Hungary”), or the “New Subsidiary Guarantor”, and together with the Existing Subsidiary Guarantors (defined below), the “Subsidiary Guarantors”) and BNY Corporate Trustee Services Limited (the “Trustee”).
MAGYAR TELECOM B.V AS ISSUER, INVITEL TÁVKÖZLÉSI ZRT., INVITEL TECHNOCOM KFT., INVITEL INTERNATIONAL HOLDINGS B.V., INVITEL INTERNATIONAL AG, INVITEL INTERNATIONAL HUNGARY KFT AND MTCTR MEMOREX TELEKOMÜNIKASYON SANAYI VE TICARET LIMITED SIRKETI AS...Indenture • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec • New York
INDENTURE dated as of December 16, 2009 among Magyar Telecom B.V. a private company with limited liability incorporated under the laws of The Netherlands (the “Issuer”), Invitel Távközlési Zrt. (“Invitel Zrt”), Invitel Technocom Kft. (“Technocom”), Invitel International Holdings B.V. (“International Holdings”), Invitel International AG (“Invitel International”), Invitel International Hungary Kft. (“International Hungary”) and MTCTR Memorex Telekomünikasyon Sanayi ve Ticaret Limited Sirketi (“Memorex Turkey”, and together with Invitel Zrt, Technocom, International Holdings, Invitel International and International Hungary and each Restricted Subsidiary that provides a Guarantee of the Notes in the future, the “Subsidiary Guarantors”), BNY Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, as transfer agent and principal paying agent, and The Bank of New York Mellon (Luxembourg) S.A., as registrar, Luxembourg paying agent and transfer agent.
DEBT RESTRUCTURING AGREEMENT among HUNGARIAN TELECOM FINANCE INTERNATIONAL LIMITED, INVITEL HOLDINGS A/S and MAGYAR TELECOM B.V. Dated as of September 30, 2009Debt Restructuring Agreement • October 1st, 2009 • Invitel Holdings a/S • Communications services, nec • New York
DEBT RESTRUCTURING AGREEMENT, dated as of September 30, 2009 (this “Agreement”), among Hungarian Telecom Finance International Limited, incorporated under the laws of the Cayman Islands as an exempted company (the “Debt Purchaser”), Invitel Holdings A/S, a public limited company organized under the laws of Denmark (the “Company”) and the successor entity, pursuant to a merger and related transactions, to Hungarian Telephone and Cable Corp., a Delaware corporation (“HTCC”), and Magyar Telecom B.V., a limited liability company incorporated in the Netherlands and a wholly-owned subsidiary of the Company (“Magyar Telecom”). For purposes of this Agreement, and with respect to Article II in particular, use of the term “Company” shall be interpreted broadly so as to include HTCC, as the predecessor entity to the Company, where the context requires.
SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of /March 26/, 2009, among MAGYAR TELECOM B.V., a private company with limited liability incorporated under the laws of The Netherlands (“Matel” or the “Issuer”), INVITEL INTERNATIONAL HOLDINGS B.V. (“Invitel International Holdings”, or the “New Subsidiary Guarantor”), and BNY Corporate Trustee Services Limited (the “Trustee”).
Dated 2009 THIRD SUPPLEMENTAL AGREEMENT relating to a FACILITIES AGREEMENT for Term and Multicurrency Revolving Facilities INVITEL Zrt. Borrower MAGYAR TELECOM B.V. and CERTAIN OF ITS SUBSIDIARIES Guarantors BNP PARIBAS and CALYON Co-ordinators BNP...Facilities Agreement • May 15th, 2009 • Invitel Holdings a/S • Communications services, nec
LOAN AGREEMENT between HTCC HOLDCO I B.V. as Borrower and HUNGARIAN TELECOM FINANCE INTERNATIONAL LIMITED as Lender and INVITEL HOLDINGS A/S as ParentLoan Agreement • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec
MAGYAR TELECOM B.V AS ISSUER, INVITEL TÁVKÖZLÉSI ZRT., INVITEL TECHNOCOM KFT., INVITEL INTERNATIONAL HOLDINGS B.V., INVITEL INTERNATIONAL AG, INVITEL INTERNATIONAL HUNGARY KFT AND MTCTR MEMOREX TELEKOMÜNIKASYON SANAYI VE TICARET LIMITED SIRKETI AS...Indenture • December 24th, 2009 • Invitel Holdings a/S • Communications services, nec • New York
INDENTURE dated as of December 16, 2009 among Magyar Telecom B.V. a private company with limited liability incorporated under the laws of The Netherlands (the “Issuer”), Invitel Távközlési Zrt. (“Invitel Zrt”), Invitel Technocom Kft. (“Technocom”), Invitel International Holdings B.V. (“International Holdings”), Invitel International AG (“Invitel International”), Invitel International Hungary Kft. (“International Hungary”) and MTCTR Memorex Telekomünikasyon Sanayi ve Ticaret Limited Sirketi (“Memorex Turkey”, and together with Invitel Zrt, Technocom, International Holdings, Invitel International and International Hungary and each Restricted Subsidiary that provides a Guarantee of the Notes in the future, the “Subsidiary Guarantors”), BNY Corporate Trustee Services Limited, as trustee (the “Trustee”), The Bank of New York Mellon, as transfer agent and principal paying agent, and The Bank of New York Mellon (Luxembourg) S.A., as registrar, Luxembourg paying agent and transfer agent.
Hungarian Telephone and Cable Corp.Merger Agreement • February 2nd, 2009 • Invitel Holdings a/S • Communications services, nec
HTCC HOLDCO I B.V., AS ISSUER, THE BANK OF NEW YORK MELLON, AS TRUSTEE, REGISTRAR, TRANSFER AGENT, PRINCIPAL PAYING AGENT, CALCULATION AGENT AND SECURITY TRUSTEE AND THE BANK OF NEW YORK MELLON (LUXEMBOURG) S.A., AS LUXEMBOURG PAYING AGENT AND...Indenture • November 16th, 2009 • Invitel Holdings a/S • Communications services, nec • New York
AMENDED AND RESTATED INDENTURE dated as of October 15, 2009 among HTCC Holdco I B.V., a private company with limited liability organized under the laws of the Netherlands (the “Issuer”), The Bank of New York Mellon (formerly known as The Bank of New York), a New York banking corporation (the “Trustee”) and The Bank of New York Mellon (Luxembourg) S.A. (formerly known as The Bank of New York (Luxembourg) S.A.) (the “Luxembourg Paying Agent”) amending and restating the indenture dated as of October 30, 2006 (the “Original Indenture”) as amended by a supplemental indenture dated December 19, 2006 (the “First Supplemental Indenture”), as further amended by a supplemental indenture dated March 9, 2007 (the “Second Supplemental Indenture”) and a supplemental indenture dated April 27, 2007 (the “Third Supplemental Indenture” together with the First Supplemental Indenture and the Second Supplemental Indenture, the “Supplemental Indentures”).
EMPLOYMENT AGREEMENT FOR PETER T. NOONE (as amended to date) RECITALS:Employment Agreement • May 15th, 2009 • Invitel Holdings a/S • Communications services, nec • Delaware
NOVATION AGREEMENTNovation Agreement • June 24th, 2010 • Invitel Holdings a/S • Communications services, nec
