1 EXHIBIT 4.1(b) ESCROW AGREEMENT This ESCROW AGREEMENT (this "Agreement"), dated as of February [ ], 1998, among The Bank of New York, a New York banking corporation, as escrow agent (in such capacity, "Escrow Agent"), The Bank of New York, as...Escrow Agreement • January 27th, 1998 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
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1 EXHIBIT 10.27 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
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SUPPLEMENTAL INDENTURE ESPRIT TELECOM GROUP PLCSupplemental Indenture • January 20th, 1999 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledJanuary 20th, 1999 Company Industry Jurisdiction
1 EXHIBIT 99.3 SHARE PURCHASE AGREEMENT, dated May 10, 2001 (this "Agreement"), between Global TeleSystems Europe Holdings B.V., a limited liability company organized under the laws of the Netherlands ("GTS Holdings"), and Global TeleSystems Europe...Share Purchase Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 21st, 2001 Company Industry Jurisdiction
1 EXHIBIT 99.7 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT dated as of May 11, 2001 (this "Agreement") between Capital International Global Emerging Markets Private Equity Fund, L.P., a Delaware limited partnership ("CIG"), and Global TeleSystems...Stock Option Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
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Original Borrower GLOBAL TELESYSTEMS EUROPE HOLDINGS B.V. Guaranteed by GLOBAL TELESYSTEMS EUROPE B.V., GLOBAL TELESYSTEMS EUROPE HOLDINGS B.V. AND CERTAIN SUBSIDIARIES OF GLOBAL TELESYSTEMS EUROPE HOLDINGS B.V. Arrangers BANK OF AMERICA INTERNATIONAL...Loan Agreement • November 14th, 2000 • Global Telesystems Inc • Telephone communications (no radiotelephone)
Contract Type FiledNovember 14th, 2000 Company Industry
1 EXHIBIT 10.7 WARRANT AGREEMENT FOR 740,740 WARRANTS WARRANT AGREEMENT, dated as of June 6, 1996 (the "Agreement"), among Global TeleSystems Group, Inc., a Delaware corporation (the "Company"), The Open Society Institute ("OSI"), Winston Partners II...Warrant Agreement • September 26th, 1997 • Global Telesystems Group Inc • New York
Contract Type FiledSeptember 26th, 1997 Company Jurisdiction
RECITALSAdministrative Services Agreement • October 14th, 1999 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
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I. BASIC PROVISIONS Section 1 BUSINESS NAME AND SEATLimited Liability Company Agreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledNovember 19th, 1997 Company Industry
RECITALSIndemnification Agreement • October 14th, 1999 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledOctober 14th, 1999 Company Industry Jurisdiction
EXHIBIT 99.1 Dated 7 October 1999 (1) FLAG ATLANTIC HOLDINGS LIMITED (2) GTS TRANSATLANTIC HOLDINGS, LTD. FURTHER RESTATED SHAREHOLDERS AGREEMENT 2 TABLE OF CONTENTSShareholder Agreement • January 31st, 2000 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • England and Wales
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EXHIBIT 10.39 AGREEMENTAgreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledNovember 19th, 1997 Company Industry
1 EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT Dated as of April 23, 1999Registration Rights Agreement • April 28th, 1999 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 28th, 1999 Company Industry Jurisdiction
1 EXHIBIT 10.2 GLOBAL TELESYSTEMS GROUP, INC. 8,700,000 Depositary Shares Each Representing 1/100 of a Share of 7 1/4% Cumulative Convertible Preferred Stock PURCHASE AGREEMENT Dated as of April 19, 1999 Depositary Shares Each Representing 1/100 of a...Purchase Agreement • April 28th, 1999 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 28th, 1999 Company Industry Jurisdiction
1 EXHIBIT 10.18 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated and effective the 1st day of November, 2000 (the "Effective Date") is made by and between Global TeleSystems, Inc., a Delaware corporation...Employment Agreement • April 13th, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • Virginia
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Exhibit 4.4 Stock Option Agreement Between the Registrant and Joel SchatzStock Option Agreement • March 9th, 1998 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledMarch 9th, 1998 Company Industry
RECITALSShareholders Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 21st, 2001 Company Industry Jurisdiction
EXHIBIT 10.20 ESPRIT TELECOM UK LIMITED EMPLOYMENT AGREEMENT THIS AGREEMENT is made as of the 1st July, 1998 by and between Esprit Telecom Group Plc (the "Company"), and Dr. Hans-Peter Kohlhammer ("Employee") (jointly, the "Parties"). WHEREAS, the...Employment Agreement • March 9th, 2000 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledMarch 9th, 2000 Company Industry
]% Convertible Senior Subordinated Debentures due 2010 INDENTUREIndenture • July 1st, 1998 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledJuly 1st, 1998 Company Industry Jurisdiction
1 EXHIBIT 99.8 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT dated as of May 11, 2001 (this "Agreement") among Cavendish Nominees Limited, a limited liability company organized and registered under the laws of Guernsey, and First NIS Regional Fund...Stock Option Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
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AGREEMENTJoint Venture Agreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledNovember 19th, 1997 Company Industry
W I T N E S S E T H :Stock Option Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledMay 21st, 2001 Company Industry Jurisdiction
BACKGROUNDLock-Up Agreement • April 13th, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 13th, 2001 Company Industry Jurisdiction
RECITALS:Employment Agreement • March 9th, 2000 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • Virginia
Contract Type FiledMarch 9th, 2000 Company Industry Jurisdiction
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledNovember 19th, 1997 Company Industry Jurisdiction
MASTER AGREEMENT DATED 24th JUNE, 1998Master Agreement • July 1st, 1998 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledJuly 1st, 1998 Company Industry
1 $100,000,000 GLOBAL TELESYSTEMS GROUP, INC. % SENIOR NOTES DUE 2005 UNDERWRITING AGREEMENTUnderwriting Agreement • February 4th, 1998 • Global Telesystems Group Inc • Telephone communications (no radiotelephone)
Contract Type FiledFebruary 4th, 1998 Company Industry
1 EXHIBIT 99.2 CREDIT AGREEMENTCredit Agreement • January 31st, 2000 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
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1 EXHIBIT 10.19 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated and effective the 1st day of November, 2000 (the "Effective Date") is made by and between Global TeleSystems, Inc., a Delaware corporation...Employment Agreement • April 13th, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • Virginia
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1 EXHIBIT 10.19 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, is made and entered into as of the third day of January, 1995, by and between SFMT, Inc., a Delaware corporation (the "Corporation"), and Gerard J. Caccappolo (the "Employer"). W I T N E...Employment Agreement • March 9th, 2000 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • New York
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DATED APRIL 2, 2001 BY AND AMONGShare Purchase Agreement • April 5th, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone) • New York
Contract Type FiledApril 5th, 2001 Company Industry Jurisdiction
SUPPLEMENTAL AGREEMENT RELATING TO FACILITIES OF UP TO US$550,000,000 (TO BE REDUCED TO (euro)300,000,000) AMONGSupplemental Agreement • April 13th, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone)
Contract Type FiledApril 13th, 2001 Company Industry
AGREEMENTConsulting Agreement • November 19th, 1997 • Global Telesystems Group Inc • Telephone communications (no radiotelephone) • Virginia
Contract Type FiledNovember 19th, 1997 Company Industry Jurisdiction
JOINT FILING AGREEMENTJoint Filing Agreement • May 21st, 2001 • Global Telesystems Inc • Telephone communications (no radiotelephone)
Contract Type FiledMay 21st, 2001 Company Industry
INDENTUREIndenture • September 26th, 1997 • Global Telesystems Group Inc • New York
Contract Type FiledSeptember 26th, 1997 Company Jurisdiction