SETTLEMENT AGREEMENTSettlement Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This Settlement Agreement (this "Agreement") is entered into as of March 6, 2003 by and among Cogent Communications Group, Inc., a Delaware corporation (the "Company"), Allied Riser Communications Corporation, a Delaware corporation ("Allied Riser"), and the several noteholders named in the attached Schedule I (each a "Noteholder" and collectively the "Noteholders").
EXCHANGE AGREEMENTExchange Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This Exchange Agreement (this "Agreement") is entered into as of March 6, 2003 by and among Cogent Communications Group, Inc., a Delaware corporation (the "Company"), Allied Riser Communications Corporation, a Delaware corporation ("Allied Riser"), and the several noteholders named in the attached Schedule 1.1 (each a "Noteholder" and collectively the "Noteholders").
CLOSING DATE AGREEMENTClosing Date Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software
THIS CLOSING DATE AGREEMENT made this 6th day of March 2003 by and among Cogent Communications Group, Inc., a Delaware corporation (the "Company"), Allied Riser Communications Corporation, a Delaware corporation ("Allied Riser"), the several noteholders (the "Noteholders") party to the Exchange Agreement and the Settlement Agreement (each as defined below), and Gary Wolfe as representative for the Noteholders (the "Noteholder Representative"). The Company, Allied Riser, and the Noteholders are sometimes referred to herein together collectively as the "Parties."
COGENT COMMUNICATIONS GROUP, INC. SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This will confirm that in consideration of the Noteholder Purchasers agreement to acquire on the date hereof, subject to the terms and conditions set forth therein, 3,426,293 shares of Series D Preferred Stock and 3,426,293 shares of Series E Preferred Stock of Cogent Communications Group, Inc. (the "Company") pursuant to the Exchange Agreement Dated March , 2003, by and among the Noteholder Purchasers, the Company and Allied Riser Communications Corporation (the "Exchange Agreement") and as an inducement to the Noteholder Purchasers to enter into the Exchange Agreement, the Company covenants and agrees with each of you as follows:
QuickLinks -- Click here to rapidly navigate through this documentLease Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software
Reference: Lease Agreement dated Sept. 1, 2000 Extension of Lease Agreement dated August 1, 2001 Amendment to Lease Agreement dated Oct. 29, 2001 Amendment to Lease Agreement dated May 1, 2002 Amendment to Lease Agreement dated July 24, 2002
GENERAL RELEASEGeneral Release • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This General Release (this "Release") is entered into as of March 6, 2003 by and among Cogent Communications Group, Inc., a Delaware corporation (the "Company"), Allied Riser Communications Corporation, a Delaware corporation ("Allied Riser"), Gerald K. Dinsmore, R. David Spreng, Donald Lynch, and Blair P. Whitaker (Messrs. Dinsmore, Spreng, Lynch and Whitaker collectively, the "Allied Riser Directors"), and the several noteholders that are signatories hereto (such noteholders each individually a "Noteholder" and collectively the "Noteholders").
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 31st, 2003 • Cogent Communications Group Inc • Services-prepackaged software • District of Columbia
THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made as of February 26, 2003 (the "Effective Date") between FIBER NETWORK SOLUTIONS, INC., an Ohio corporation, with its principal place of business at 6816 Lauffer Road, Columbus, OH 43231 ("Seller"), and COGENT GREAT LAKES COMMUNICATIONS, INC., a Delaware corporation, with its principal place of business at 1015 31st St., N.W., Washington, DC 20007 ("Purchaser").
