EXCHANGE AGREEMENTExchange Agreement • August 7th, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This Exchange Agreement (this “Agreement”) is entered into as of June 26, 2003 by and among Cogent Communications Group, Inc., a Delaware corporation (the “Company”), Cogent Communications, Inc., a Delaware corporation (the “Borrower”), Cogent Internet, Inc., a Delaware corporation (the “Additional Borrower” and together with the Company and the Borrower, the “Borrowers”), Cisco Systems, Inc., a California corporation (“Cisco”) and Cisco Systems Capital Corporation, a Nevada corporation (“CSCC”).
COGENT COMMUNICATIONS GROUP, INC. Participating Convertible Preferred Stock Purchase Agreement Dated as of June 26, 2003Participating Convertible Preferred Stock Purchase Agreement • August 7th, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
COGENT COMMUNICATIONS GROUP, INC. THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT July 31, 2003Registration Rights Agreement • August 7th, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
This will confirm that in consideration of the Series F Purchasers agreement to acquire on the date hereof, subject to the terms and conditions set forth therein, 11,000 shares of Series F Preferred Stock pursuant to the Exchange Agreement dated June 26, 2003, by and among the Series F Purchasers and the Company (the “Exchange Agreement”) and as an inducement to the Series F Purchasers to enter into the Exchange Agreement, and in consideration of the Investors Purchasers agreement to acquire on the date hereof, subject to the terms and conditions set forth therein, at least 41,000 shares of Investors Preferred Stock, pursuant to the Participating Convertible Preferred Stock Purchase Agreement dated June 26, 2003, by and among the Investors Purchasers and the Company (the “Purchase Agreement”) and as an inducement to the Investors Purchasers to enter into the Purchase Agreement, the Company covenants and agrees with each of you as follows:
COGENT COMMUNICATIONS GROUP, INC. SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • August 7th, 2003 • Cogent Communications Group Inc • Services-prepackaged software • New York
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is made as of the 31st day of July, 2003 by and among (i) Cogent Communications Group, Inc., a Delaware corporation (the “Company”), (ii) David Schaeffer (the “Founder”) and (iii) those persons whose names are set forth under the heading “Purchasers” on Schedule I hereto and any person who later becomes a party to this Agreement by executing and delivering to the Company an Instrument of Accession in the form of Schedule II hereto (the “Purchasers”).
