0001140361-07-005737 Sample Contracts

RESTRICTED STOCK AGREEMENT pursuant to the RCN CORPORATION
Restricted Stock Agreement • March 15th, 2007 • RCN Corp /De/ • Telephone communications (no radiotelephone)

THIS RESTRICTED STOCK AGREEMENT (this “Agreement”), dated as of February 28, 2007, is entered into by and between RCN Corporation (the “Company”), and the Grantee specified above, pursuant to the RCN Corporation 2005 Stock Compensation Plan as in effect and as amended from time to time (the “Plan”); and

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FIRST AMENDMENT TO DARK FIBER IRU AGREEMENT
Dark Fiber Iru Agreement • March 15th, 2007 • RCN Corp /De/ • Telephone communications (no radiotelephone)

This First Amendment to Dark Fiber IRU Agreement ("Amendment") is between MCImetro Access Transmission Services of Massachusetts, Inc. ("MCI”), as successor-in-interest to Metropolitan Fiber Systems/McCourt, Inc., and RCN Telecom Services, Inc. ("RCN”),as successor-in-interest to RCN Telecom Services of Massachusetts, Inc.

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