PREFERRED STOCK PURCHASE AND LOAN COMMITMENT AGREEMENT DATED AUGUST 9, 2001 BY AND AMONG FOCAL COMMUNICATIONS CORPORATION, MADISON DEARBORN CAPITAL PARTNERS IV, L.P. FRONTENAC VIII LIMITED PARTNERSHIP FRONTENAC MASTERS VIII LIMITED PARTNERSHIP AND...Preferred Stock Purchase and Loan Commitment Agreement • August 29th, 2001 • Focal Communications Corp • Radiotelephone communications • Delaware
THIS PREFERRED STOCK PURCHASE AND LOAN COMMITMENT AGREEMENT (this "Agreement") is made as of August 9, 2001, by and among Focal Communications Corporation, a Delaware corporation (the "Company"), and the Persons listed on the Schedule of Purchasers attached hereto (collectively referred to herein as the "Purchasers" and individually as a "Purchaser"). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 9 hereof.
CONVERSION AGREEMENTConversion Agreement • August 29th, 2001 • Focal Communications Corp • Radiotelephone communications • Delaware
This Conversion Agreement (this "Agreement"), dated as of , 2001, by and among Wind Communications Corporation, a Delaware corporation (the "Corporation") and each of the Purchasers listed on the Schedule of Purchasers attached hereto (each, a "Purchaser" and collectively, the "Purchasers"). Certain capitalized terms used herein are defined in Section 7 hereof.
FIRST AMENDED AND RESTATED REGISTRATION AGREEMENTRegistration Agreement • August 29th, 2001 • Focal Communications Corp • Radiotelephone communications • Illinois
THIS FIRST AMENDED AND RESTATED REGISTRATION AGREEMENT (this "Agreement") is made as of [ , 2001], by and among Focal Communications Corporation, a Delaware corporation (the "Company"), the Persons listed on the Schedule of Original Institutional Investors attached hereto (the "Original Institutional Investors"), the Persons listed on the Schedule of New Institutional Investors attached hereto (the "New Institutional Investors"), the Persons listed on the Schedule of Exchanging Bondholders attached hereto (the "Exchanging Bondholders"), and the Persons listed on the Schedule of Executive Investors attached hereto (the "Executive Investors"). Capitalized terms used but not otherwise defined herein have the meanings given to such terms in Section 9.
EXCHANGE AGREEMENTExchange Agreement • August 29th, 2001 • Focal Communications Corp • Radiotelephone communications • New York
This Exchange Agreement ("Agreement") is dated as of August 6, 2001 and is made by and between Focal Communications Corporation, a Delaware corporation ("Focal" or "Company"), and the person listed on the signature page attached hereto (the "Holder"). Certain capitalized terms used herein and not otherwise defined have the meanings set forth in Article VIII hereof.
VOTING AGREEMENTVoting Agreement • August 29th, 2001 • Focal Communications Corp • Radiotelephone communications • Delaware
VOTING AGREEMENT, dated as of August 9, 2001 (this "Agreement") by and among Focal Communications Corporation, a Delaware corporation (the "Company"), Madison Dearborn Capital Partners, L.P. ("MDP"), Frontenac VI Limited Partnership ("Frontenac") and Battery Ventures III, L.P. ("Battery III"). MDP, Frontenac VI and Battery III are each referred to herein as a "Stockholder" and collectively as the "Stockholders."
