AMENDMENT NO. 1 TO PLEDGE AGREEMENT
This Amendment No. 1 to Pledge Agreement ("Agreement") made as of this
18th day of November 1996, between PSINet Inc., a New York corporation
(hereinafter sometimes referred to as the "Pledgor"), and Fleet National Bank, a
national banking association (the "Bank").
WHEREAS, the Pledgor and the Bank are parties to a Pledge Agreement dated
as of October 1, 1996 (the "Pledge Agreement");
WHEREAS, Pledgor and the Bank desire to amend the Pledge Agreement as
provided herein;
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto hereby agree as
follows:
1. Capitalized terms used herein, unless otherwise defined herein, shall
have the meaning ascribed thereto in the Pledge Agreement.
2. Exhibit A to the Pledge Agreement is hereby replaced in its entirety
with Exhibit A attached hereto.
3. The Bank hereby acknowledges receipt of the Pledged Securities listed
in Exhibit A.
4. Except as specifically provided herein, the Pledge Agreement remains in
effect in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date first above written.
PSINET INC.
By: /s/ Xxxxxxx X. Xxxxxxxx
------------------------------
Title: Chairman, President and CEO
FLEET NATIONAL BANK
By: /s/ Xxxxxx X. Xxxxxx
-------------------------------
Title: VP
By: /s/ Xxxxxxx X. Xxxxxx
------------------------------
Title: Senior Vice President
2
EXHIBIT A
List of Pledged Securities
Name of Entity Issuing Description of
the Pledged Securities Pledged Securities
---------------------- ------------------
1. EUNet GB Limited 500,000 shares,
(a corporation organized under (pound)1.00
the laws of the United Kingdom)
2. PSINet Limited 2,000 shares of
(a corporation organized under Common Stock, without
the Canada Business Corporations Act) par value
3. PSI Japan K.K. 200 shares, par value
(a corporation organized under the laws 50,000 yen
of Japan)
3
