AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 27th, 2018 • GTT Communications, Inc. • Telephone communications (no radiotelephone) • Delaware
GTT Communications, Inc. (the “Company”), a corporation organized and existing under the General Corporation Law of the State of Delaware, does hereby certify that, pursuant to the authority conferred upon the board of directors of the Company (the “Board”) by its Second Amended and Restated Certificate of Incorporation, as amended by that certain Certificate of Amendment dated December 31, 2013 (as amended from time to time in accordance with the terms hereof, hereinafter referred to as the “Certificate of Incorporation”), and pursuant to the provisions of Section 151 of the General Corporation Law of the State of Delaware, the Board has duly approved and adopted the following resolution:
THE MANAGEMENT WARRANTORS (as named herein) and GTT AMERICAS, LLCManagement Warranty Deed • February 27th, 2018 • GTT Communications, Inc. • Telephone communications (no radiotelephone)
THE SELLERS (AS DEFINED HEREIN)Sale and Purchase Agreement • February 27th, 2018 • GTT Communications, Inc. • Telephone communications (no radiotelephone) • New York
Words and expressions used, and not otherwise defined, in this Agreement shall be interpreted in accordance with Schedule 8 (Definitions and Interpretation).
