EXHIBIT 2.1 CONFORMED COPY AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • April 17th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
FORM OF WARRANT AGREEMENT ISSUED TO DAWSON GROUP VOID AFTER 5:00 P.M. NEW YORK CITY TIME ON MARCH 31, 2002 THIS WARRANT CERTIFICATE AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITITES ACT OF 1933, AS...Warrant Agreement • April 17th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
EXHIBIT C to Securities Purchase Agreement REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of April 9, 1997 by and among FASTCOMM COMMUNICATIONS CORPORATION, a corporation organized under the laws of the...Registration Rights Agreement • May 2nd, 1997 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
c) furnish to the Holder's Representative of such Registrable Securities a copy of each such amendment and supplement thereto (in each case including all exhibits), and such documents, if any, incorporated by reference in such registration statement...Registration Rights Agreement • April 17th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of April 9, 1997, by and among FASTCOMM COMMUNICATIONS CORPORATION, a Virginia corporation, with headquarters located at 45472 Holiday Drive, Sterling, Virginia...Securities Purchase Agreement • May 2nd, 1997 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
1 EXHIBIT 10.1 CONFORMED COPY REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of March 31, 2000 between FastComm Communications Corporation, a Virginia corporation (the "Company"), and CTI Telecom, Inc. (formerly Cronus...Registration Rights Agreement • April 17th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
1 EXHIBIT 10.1Registration Rights Agreement • September 13th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
EXHIBIT 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Warrant Agreement • June 12th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
VOID AFTER 5:00 P.M. NEW YORK CITY TIME ON [INSERT DATE] EXHIBIT B to Securities Purchase AgreementWarrant Agreement • May 2nd, 1997 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
EXHIBIT A TO PLACEMENT AGENCY AGREEMENT VOID AFTER 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 8, 2005 (UNLESS EXTENDED PURSUANT TO SECTION 2 HEREOF) THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE...Placement Agency Agreement • September 13th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of January 31, 1997 between FASTCOMM COMMUNICATIONS CORPORATION, a Virginia corporation (the "Company"), and Richard L. Apel (the "Hder"). (a)furnish to the Holder of such...Registration Rights Agreement • May 2nd, 1997 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
1 EXHIBIT 2.1Securities Purchase Agreement • September 13th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
OFFICER GRANT FASTCOMM COMMUNICATIONS CORPORATION FORM OF STOCK OPTION AGREEMENT RECITALS A. The Compensation Committee of the Board has authorized an option grant to ______________________ (the "Optionee") in connection with the services he is to...Stock Option Agreement • December 9th, 1999 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
ARTICLE IWarrant Agreement • September 13th, 2000 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
ARTICLE IConvertible Term Debenture • May 2nd, 1997 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
EXHIBIT 4.2 THIS DEBENTURE IS A RESTRICTED SECURITY WITHIN THE MEANING OF THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT...Convertible Subordinated Secured Debenture • June 12th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
1 EXHIBIT 2.1Securities Purchase Agreement • March 26th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
1 EXHIBIT 10.1Registration Rights Agreement • March 26th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
1 EXHIBIT 10.2 EMPLOYMENT AND NON-COMPETITION AGREEMENT THIS EMPLOYMENT AND NON-COMPETITION AGREEMENT ("Agreement") made as of March 31, 1999, by and between Fastcomm Communications Corporation, a Virginia corporation (the "Company"), and Kenneth...Employment and Non-Competition Agreement • April 21st, 1999 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
AGREEMENTShareholder Agreement • January 4th, 1996 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
EXHIBIT 4.1 DEBENTURE PURCHASE & SECURITY AGREEMENT AGREEMENT (this "Agreement") made and entered into as of the 22nd day of May, 2001 by and between FastComm Communications Corporation, a Virginia corporation (the "Company"), and Wesley Clover...Debenture Purchase & Security Agreement • June 12th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • Virginia
AGREEMENT BETWEENAcquisition Agreement • April 21st, 1999 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
EXHIBIT 10.4Incentive Stock Purchase Warrant • March 26th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
ARTICLE IWarrant Agreement • March 26th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
February 26, 2001 The Zanett Securities Corporation 135 East 57th Street, 15th Floor New York, New York 10022 Gentlemen: This agreement ("AGREEMENT") will confirm that FastComm Communications Corporation, a Virginia corporation (the "COMPANY"), has...Placement Agency Agreement • March 26th, 2001 • Fastcomm Communications Corp • Telephone & telegraph apparatus • New York
