SECURITIES PURCHASE AGREEMENT by and among EQUINIX, INC., THE GUARANTORS PARTY HERETO FROM TIME TO TIME and THE PURCHASERS NAMED HEREIN Dated as of October 2, 2002Securities Purchase Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
SECURITIES PURCHASE AGREEMENT, dated as of October 2, 2002 (this “Agreement”), by and among Equinix, Inc., a Delaware corporation (the “Parent”), the subsidiaries of Parent that from time to time become Guarantors of Parent’s obligations under this Agreement, and the Purchasers named in Schedule 1 and Schedule 2 to this Agreement (severally and not jointly, the “Purchasers”).
LOS ANGELES, CALIFORNIALease • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • California
THIS LEASE is made as of the 10th day of April, 2000, between Downtown Properties, LLC, a California limited liability company (hereinafter called “Landlord”), and Pacific Internet Exchange Corporation, a Delaware corporation, (hereinafter called “Tenant”).
General Factory Lease AgreementGeneral Factory Lease Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone)
WHEREAS Party A is the legal owner of the Factory for lease (as defined below) and intends to let the Factory for lease to Party B and Party B intends to rent the Factory for lease from Party A;
NATION TOWER Lease AgreementLease Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone)
This agreement is made at the office of the nation Multimedia Group Public Co., Ltd. between Nation Multimedia Group Public Co., Ltd., having registered office at 44 Moo 10, Bangna-Trad Road, Kwaeng Bangna, Khet Bangna, Province of Bangkok Metropolis, by Mr. Thanachai Santichaikul and Mr. Vanchai Sriherunrusmee authorized directors herein after called the “Lessor” of one part and
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE...Securities Purchase Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
THE SECURITIES EVIDENCED HEREBY MAY NOT BE TRANSFERRED (AS SUCH TERM IS DEFINED IN THAT SECURITIES PURCHASE AGREEMENT, DATED AS OF OCTOBER 2, 2002 (THE “PURCHASE AGREEMENT”), BY AND AMONG EQUINIX, INC., A DELAWARE CORPORATION (“PARENT”), THE GUARANTORS THERETO, AND THE PURCHASERS NAMED IN SCHEDULE 1 AND SCHEDULE 2 THERETO)) DURING THE PERIOD BEGINNING ON THE CLOSING DATE (AS SUCH TERM IS DEFINED IN THE PURCHASE AGREEMENT) AND CONTINUING TO THE DATE THAT IS 180 DAYS FOLLOWING THE CLOSING DATE, EXCEPT AS PERMITTED UNDER THE PURCHASE AGREEMENT. A COPY OF THE PURCHASE AGREEMENT HAS BEEN FILED WITH THE SECRETARY OF PARENT AND IS AVAILABLE UPON REQUEST.
THIRD MODIFICATION TO GROUND LEASEGround Lease • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone)
THIS THIRD MODIFICATION TO GROUND LEASE (this “Modification”) is made as of September 30, 2002 by and between ISTAR SAN JOSE, LLC, a Delaware limited liability company (“Lessor”), and EQUINIX, INC., a Delaware corporation (“Lessee”).
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE...Securities Purchase Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
THE SECURITIES EVIDENCED HEREBY MAY NOT BE TRANSFERRED (AS SUCH TERM IS DEFINED IN THAT SECURITIES PURCHASE AGREEMENT, DATED AS OF OCTOBER 2, 2002 (THE “AGREEMENT”), BY AND AMONG EQUINIX, INC., A DELAWARE CORPORATION (“PARENT”), THE GUARANTORS THERETO, AND THE PURCHASERS NAMED IN SCHEDULE 1 AND SCHEDULE 2 THERETO)) DURING THE PERIOD BEGINNING ON THE CLOSING DATE (AS SUCH TERM IS DEFINED IN THE AGREEMENT) AND CONTINUING TO THE DATE THAT IS 180 DAYS FOLLOWING THE CLOSING DATE, EXCEPT AS PERMITTED UNDER THE AGREEMENT. A COPY OF THE AGREEMENT HAS BEEN FILED WITH THE SECRETARY OF PARENT AND IS AVAILABLE UPON REQUEST.
PIXC)Co-Location Sub-Lease Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone)
This Co-Location Sublease Agreement (hereinafter this “Agreement”) is between PacEast Telecom Corporation whose registered office is at 4-4, Kojimachi 1-Chome, Chiyoda-ku, Tokyo 102-8483, Japan (hereinafter the “PE”) and Pacific Internet Exchange Corporation whose registered office is at 1100 Alakea Plaza, 21st Floor, Honolulu, Hawaii 96813 (hereinafter “PIXC”).
1. DEFINITIONS AND INTERPRETATION 1 1.1 Definitions 1 1.2 Interpretation 4 1.3 Miscellaneous references 4 1.4 Covenants – joint and several 5 1.5 Lessee not to permit prohibited matters 5 1.6 Exclusion of implied covenants and powers 5 1.7 No...Lease Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone)
THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE...Securities Purchase Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
THE SECURITIES EVIDENCED HEREBY MAY NOT BE TRANSFERRED (AS SUCH TERM IS DEFINED IN THAT SECURITIES PURCHASE AGREEMENT, DATED AS OF OCTOBER 2, 2002 (THE “AGREEMENT”), BY AND AMONG EQUINIX, INC., A DELAWARE CORPORATION (“PARENT”), THE GUARANTORS THERETO, AND THE PURCHASERS NAMED IN SCHEDULE 1 AND SCHEDULE 2 THERETO)) DURING THE PERIOD BEGINNING ON THE CLOSING DATE (AS SUCH TERM IS DEFINED IN THE AGREEMENT) AND CONTINUING TO THE DATE THAT IS 180 DAYS FOLLOWING THE CLOSING DATE, EXCEPT AS PERMITTED UNDER THE AGREEMENT. A COPY OF THE AGREEMENT HAS BEEN FILED WITH THE SECRETARY OF PARENT AND IS AVAILABLE UPON REQUEST.
FIRST SUPPLEMENTAL INDENTURE dated as of December 28, 2002First Supplemental Indenture • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of December 28, 2002 (this “First Supplemental Indenture”), between EQUINIX, INC., a Delaware corporation (the “Company”), and STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A., a national banking association, as trustee (the “Trustee”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Indenture (as defined below).
REGISTRATION RIGHTS AGREEMENT BY AND AMONG EQUINIX, INC. AND THE INITIAL PURCHASERS NAMED HEREIN Dated as of December 31, 2002Registration Rights Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
REGISTRATION RIGHTS AGREEMENT, dated as of December 31, 2002 (this “Agreement”), by and among Equinix, Inc., a Delaware corporation (“Parent”), and the Purchasers named in the Securities Purchase Agreement, dated as of October 2, 2002 (the “Purchase Agreement”), by and among Parent, the Guarantors and such Purchasers (referred to herein as the “Initial Purchasers”).
SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT dated as of December 31, 2002 among EQUINIX OPERATING CO., INC. as Borrower and EQUINIX, INC. AND CERTAIN OF ITS SUBSIDIARIES, as Guarantors, VARIOUS LENDERS, SALOMON SMITH BARNEY INC., as Lead...Credit and Guaranty Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • New York
This SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of December 31, 2002, is entered into by and among EQUINIX OPERATING CO., INC., a Delaware corporation, as the Borrower (“OpCo”), EQUINIX, INC., a Delaware corporation, as a Guarantor (“Company”), and CERTAIN SUBSIDIARIES OF THE COMPANY, as Guarantors, the Lenders party hereto from time to time, SALOMON SMITH BARNEY INC. (“SSB”), as Lead Arranger (in such capacity, the “Lead Arranger”), and Book Runner (in such capacity, the “Book Runner”), CITICORP USA INC. (“Citicorp”), as Administrative Agent (together with its permitted successors and assigns in such capacity, “Administrative Agent”) and as Collateral Agent (as successor to CIT Lending Services Corporation and together with its permitted successors and assigns in such capacity, “Collateral Agent”).
GOVERNANCE AGREEMENT BY AND AMONG EQUINIX, INC., STT COMMUNICATIONS LTD., i-STT INVESTMENTS PTE. LTD., AND THE PIHANA STOCKHOLDERS NAMED HEREIN Dated as of December 31, 2002Governance Agreement • March 27th, 2003 • Equinix Inc • Telephone communications (no radiotelephone) • Delaware
GOVERNANCE AGREEMENT, dated as of December 31, 2002 (the “Agreement”), by and among Equinix, Inc., a Delaware corporation (“Parent”), STT Communications Ltd., a corporation organized under the laws of the Republic of Singapore (“STT Communications”), i-STT Investments Pte. Ltd., a corporation organized under the laws of the Republic of Singapore and a wholly owned subsidiary of STT Communications (“i-STT Investments”) and certain stockholders, named in the signature pages to this Agreement, of Pihana Pacific, Inc., a Delaware corporation (“Pihana”), as comprised immediately before the closing of the Combination Agreement (as defined below) (“Pihana Stockholders”). STT Communications, i-STT Investments and Pihana Stockholders are sometimes referred to herein as the “Stockholders.”
