As Issuer, THE BANK OF NEW YORK As Book-entry Depositary THE BANK OF NEW YORK As Senior Subordinated Note Custodian and THE OWNERS OF BOOK-ENTRY INTERESTS inEircom Funding • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
THIS EURO SENIOR SUBORDINATED DEPOSIT AND CUSTODY AGREEMENT (the “Agreement”) is made as of this 7th day of August, 2003 by and among eircom Funding, an unlimited public company incorporated under the laws of the Republic of Ireland, which is a party hereto for the limited purposes referred to herein, The Bank of New York, as the “Book-entry Depositary” (as defined below), The Bank of New York, as the “Senior Subordinated Note Custodian” (as defined below), and owners from time to time of Book-entry Interests.
AGREEMENTAgreement • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone)
as a guarantor, THE BANK OF NEW YORK as Trustee, Registrar, Transfer Agent and Paying Agent, THE BANK OF NEW YORK (LUXEMBOURG) S.A. as Luxembourg Paying Agent and Transfer Agent, THE BANK OF NEW YORK, LONDON as Principal Paying Agent and Transfer...Senior Indenture • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
SENIOR INDENTURE, dated as of August 7, 2003 (this “Indenture” or the “Senior Indenture”), among (i) Valentia Telecommunications, a public unlimited company incorporated under the laws of Ireland as of the date hereof and having its registered office at 25/28 North Wall Quay, Dublin 1, Ireland as of the date hereof (the “Company”), (ii) eircom Limited, a private limited company that is a subsidiary of the Company incorporated under the laws of Ireland as of the date hereof and having its registered office at 114 St Stephen’s Green West, Dublin 2, Ireland as of the date hereof (“eircom”), (iii) The Bank of New York, a New York banking corporation, as Trustee, Registrar, Paying Agent and transfer agent, (iv) The Bank of New York (Luxembourg) S.A. as Paying Agent and transfer agent, (v) The Bank of New York, London as Principal Paying Agent and transfer agent, (vi) AIB/BNY Fund Management (Ireland) Limited, as Paying Agent and transfer agent, and (vii) such additional entities that from t
VALENTIA TELECOMMUNICATIONS As Issuer THE BANK OF NEW YORK As Book-entry Depositary THE BANK OF NEW YORK As Senior Note Custodian and THE OWNERS OF BOOK-ENTRY INTERESTS inEuro Senior Deposit and Custody Agreement • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
THIS EURO SENIOR DEPOSIT AND CUSTODY AGREEMENT (the “Agreement”) is made as of this 7th day of August, 2003 by and among Valentia Telecommunications, an unlimited public company incorporated under the laws of the Republic of Ireland, which is a party hereto for the limited purposes referred to herein, The Bank of New York, as the “Book-entry Depositary” (as defined below), The Bank of New York, as the “Senior Note Custodian” (as defined below), and owners from time to time of Book-entry Interests.
EIRCOM FUNDINGEircom Funding • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
SENIOR SUBORDINATED INDENTURE, dated as of August 7, 2003 (this “Indenture” or the “Senior Subordinated Indenture”), among (i) eircom Funding, a public unlimited company incorporated under the laws of Ireland as of the date hereof and having its registered office at 114 St Stephen’s Green West, Dublin 2, Ireland as of the date hereof (together with its successors and assigns, “eircom Funding”), (ii) Valentia Telecommunications, a public unlimited company incorporated under the laws of Ireland as of the date hereof and having its registered office at 25/28 North Wall Quay, Dublin 1, Ireland as of the date hereof (together with its successors and assigns, the “Company”), (iii) eircom Limited, a private limited company that is a subsidiary of the Company incorporated under the laws of Ireland as of the date hereof and having its registered office at 114 St Stephen’s Green West, Dublin 2, Ireland as of the date hereof (together with its successors and assigns, “eircom”), (iv) Valentia Hold
€550,000,000 7.25% Senior Notes due 2013 REGISTRATION RIGHTS AGREEMENT Dated as of August 7, 2003 by and among VALENTIA TELECOMMUNICATIONS,Registration Rights Agreement • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 7, 2003, by and among Valentia Telecommunications, an unlimited public company incorporated under the laws of Ireland (the “Company”), eircom Limited, a limited liability company incorporated under the laws of Ireland (the “Guarantor” and together with the Company, the “Issuers”) and Deutsche Bank AG London, as representative (the “Representative”) of the initial purchasers of Senior Notes set forth in Schedule I to the Purchase Agreement (as defined below) (each such initial purchaser and Representative an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 7.25% Senior Notes due 2013 in aggregate principal amount of €550,000,000 (the “Initial Notes”) pursuant to the Purchase Agreement.
€285,000,000 8.25% Senior Subordinated Notes due 2013 $250,000,000 8.25% Senior Subordinated Notes due 2013 REGISTRATION RIGHTS AGREEMENT Dated as of August 7, 2003 by and among VALENTIA TELECOMMUNICATIONS,Registration Rights Agreement • October 29th, 2003 • Valentia Telecommunications • Telephone communications (no radiotelephone) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 7, 2003, by and among Valentia Telecommunications, an unlimited public company incorporated under the laws of Ireland (the “Company”), eircom Funding, an unlimited public company incorporated under the laws of Ireland (the “eircom Funding”), eircom Limited, a limited liability company incorporated under the laws of Ireland (“eircom”), Valentia Holdings, a company incorporated under the laws of England (“Holdings,” and together with the Company and eircom, the “Guarantors,” and the Guarantors together with eircom Funding, the “Issuers”), and Deutsche Bank AG London, as representative (the “Representative”) of the initial purchasers of Senior Subordinated Notes set forth in Schedule I to the Purchase Agreement (as defined below) (each such initial purchaser and Representative an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase eircom Funding’s 8
