ARTICLE IVoting Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • Delaware
RECITALSSupplemental Indenture • August 14th, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 10.8 DATED AS OF NOVEMBER 26, 1997 SERVICE AGREEMENTService Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
123,000 UNITSPurchase Agreement • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
as Issuer andIndenture • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
May 18, 1999 The Travelers Insurance Company One Tower Square Hartford, CT 06183-2030 The Travelers Indemnity Company One Tower Square Hartford, CT 06183-2030 Reference is made to (i) the Agreement and Plan of Merger, dated as of the date hereof (the...Merger Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
LEASE BETWEENLease Agreement • April 1st, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
and THE BANK OF NEW YORK, as TrusteePledge Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 10.42 AMENDMENT TO SHAREHOLDERS AGREEMENT DATED AS OF NOVEMBER 26 , 1997 THIS AMENDMENT ("this Amendment") to the Subscription and Shareholder Agreement dated 28th December 1994 between the parties hereto (the "Shareholders Agreement") is...Shareholders Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone)
8,100,000 2 TABLE OF CONTENTSRevolving Credit Agreement • April 1st, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 99.4 PLEDGE AND SECURITY AGREEMENT PLEDGE AND SECURITY AGREEMENT (this "Pledge Agreement"), dated as of May 18, 1999, made by PLD Telekom Inc., a Delaware corporation (the "Pledgor"), as a pledgor hereunder, and Metromedia International Group,...Pledge and Security Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 99.8 Modification Agreement ("Plicom Option Modification Agreement") dated as of May 18, 1999 by and among PLD Telekom, Inc., a Delaware corporation (the "Company"), Metromedia International Group, Inc., a Delaware corporation (the "Parent"),...Modification Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
SUBLEASESublease • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 99.11 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of May 18, 1999, by and among Metromedia International Group, Inc., a Delaware corporation (the "Parent"), News America...Registration Rights Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 4.27 REGISTRATION RIGHTS AGREEMENT Dated as of November 26, 1997Registration Rights Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 2 WHEREAS, such amendments may be made without notice to or consent of any Holder of Notes pursuant to Section 9.1 (b) and Section 9.1 (f) of each of the Indentures;Third Supplemental Indenture • April 1st, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
and THE BANK OF NEW YORK, as TrusteeTrust Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 10.48 DATED 26TH NOVEMBER 1997 PLICOM LIMITED (1) TECHNOCOM LIMITED (2) PLD TELEKOM INC. (3) MARK KLABIN (4) SHARE PURCHASE AGREEMENT THIS AGREEMENT is dated 26th November 1997 and made BETWEEN (1) PLICOM LIMITED (a company incorporated...Share Purchase Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone)
2- 3 SECTION 4. Counterparts. The parties may sign any number of counterparts or copies of this Second Supplemental Indenture. Each signed counterpart or copy shall be an original, but all of such executed counterparts or copies together shall...Supplemental Indenture • April 1st, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 4.7 REGISTRATION RIGHTS AGREEMENT Dated as of May 31, 1996Registration Rights Agreement • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 99.3 STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 22nd, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 4.24 WARRANT AGREEMENT Dated as of November 26, 1997Warrant Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
AGREEMENTInterconnection Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone)
EXHIBIT 99.3 BRIDGE LOAN AGREEMENTBridge Loan Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
EXHIBIT 99.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • Delaware
TECHNOCOM LIMITED Earlsfort Centre Hatch Street Dublin 2 Ireland November 26, 1997 Dear Sirs: Re: Consultancy Arrangement - Mr. Boris Antoniuk We are writing to you to set out the terms of an amendment to the consultancy agreement dated 28th December...Consultancy Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone)
No. CG 1 _____ CUSIP No. 71623PAC6 9% CONVERTIBLE SUBORDINATED NOTE DUE 2006 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS...Convertible Note Agreement • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
Dated as of May 31, 1996 by and between PETERSBURG LONG DISTANCE INC. and THE BANK OF NEW YORK as Warrant AgentWarrant Agreement • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
1 EXHIBIT 10.47 AMENDED AND RESTATED PUT AND CALL OPTION AGREEMENT DATED AS OF NOVEMBER 26, 1997 PARTIES 1) PLD TELEKOM INC. (a company incorporated in the State of Delaware, U.S.A.) whose registered office is at 1209 Orange Street, Wilmington,...Put and Call Option Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone)
1 EXHIBIT 4.28 WIRELESS TECHNOLOGY CORPORATIONS LIMITED BALTIC COMMUNICATIONS LIMITED and any other Guarantor party hereto from time to time GUARANTY AGREEMENT Dated as of November 26, 1997 GUARANTY AGREEMENT, dated as of November 26, 1997 ("this...Guaranty Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
and THE BANK OF NEW YORK, as TrusteeSecurity Agreement • March 31st, 1998 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
2 3 "Permitted Liens" means "Permitted Liens" as defined in Section 1.1 of the Senior Note Indenture until the Senior Notes are no longer outstanding and the Senior Note Indenture has been satisfied and discharged, in which case "Permitted Liens"...Security and Pledge Agreement • April 15th, 1997 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
May 18, 1999 News America Incorporated 1211 Avenue of the Americas New York, New York 10036 Reference is made to (i) the Agreement and Plan of Merger, dated as of the date hereof (the "Merger Agreement"), by and among PLD Telekom, Inc., a Delaware...Merger Agreement • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
WITNESSETHAgreement to Exchange and Consent • August 30th, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
OFFICE LEASE BETWEENOffice Lease • April 1st, 1999 • PLD Telekom Inc • Telephone communications (no radiotelephone) • New York
