EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone) • Delaware
Employment Agreement made effective as of November 1, 2003 between TIME WARNER TELECOM INC., a Delaware corporation (the “Company”), and the employee whose name appears on the last page hereof (the “Employee”). The Company shall employ the Employee on the following terms and conditions:
TIME WARNER TELECOM HOLDINGS INC., Company TIME WARNER TELECOM INC., Parent Guarantor THE SUBSIDIARY GUARANTORS PARTIES HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, TrusteeIndenture • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone) • New York
INDENTURE, dated as of February 9, 2005, among TIME WARNER TELECOM HOLDINGS INC., a Delaware corporation (the “Company”), TIME WARNER TELECOM INC. (the “Parent Guarantor”), the Subsidiary Guarantors (as defined herein) parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the “Trustee”).
FIFTH AMENDMENT TO LEASE AGREEMENTLease Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone)
THIS FIFTH AMENDMENT TO LEASE AGREEMENT (“Fifth Amendment”) is made and entered into by and between CLPF-PARKRIDGE ONE, L.P., a Delaware limited partnership, successor-in-interest to Parkridge One, LLC (“Landlord”) and TIME WARNER TELECOM HOLDINGS INC., a Delaware corporation, successor-in-interest to TIME WARNER TELECOM, INC. (“Tenant”), effective as of January 1, 2004 (“Effective Date”).
TIME WARNER TELECOM HOLDINGS INC. $200,000,000 of 9¼% SENIOR NOTES DUE 2014 PURCHASE AGREEMENTPurchase Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone) • New York
Time Warner Telecom Holdings Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several purchasers named in Schedule I hereto (the “Initial Purchasers”) $200,000,000 principal amount of its Senior Notes due 2014 (the “Securities”) to be issued pursuant to the provisions of an Indenture dated as of the Closing Date (as defined in Section 4 hereof) (the “Indenture”) among the Company, Time Warner Telecom Inc., the parent of the Company (“TWT Inc.”), certain subsidiaries of the Company and TWT Inc. listed in Schedule II hereto (collectively, the “Subsidiary Guarantors” and together with TWT Inc., the “Guarantors”) and Wells Fargo Bank, National Association (the “Trustee”). The obligations of the Company under the Securities and the Indenture will be unconditionally guaranteed on a senior unsecured basis by the Guarantors pursuant to the terms of the Indenture (the “Guarantees”).
LEASE AGREEMENT by and between PARKRIDGE ONE, LLC and TIME WARNER TELECOM INC. dated July 22, 1999Lease Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone) • Colorado
THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between ParkRidge One, LLC, a Delaware limited liability company (the “Landlord”), and Time Warner Telecom Inc., a Delaware corporation (the “Tenant”).
LEASE QUEBEC COURT I Between TIME WARNER TELECOM HOLDINGS INC. (Tenant) and CARRAMERICA REALTY, L.P. (Landlord)Lease Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone)
THIS LEASE (the “Lease”) is made as of November 1, 2004 between CARRAMERICA REALTY, L.P., a Delaware limited partnership (the “Landlord”) and the Tenant as named in the Schedule below. The term “Project” means the building (the “Building”) known as “Quebec Court I,” the Parking Garage (as defined herein) and the land (the “Land”) located at 5700 South Quebec Street, Englewood, Colorado 80111. “Premises” means that part of the Project leased to Tenant described in the Schedule and outlined on Appendix A.
REGISTRATION RIGHTS AGREEMENT Dated February 9, 2005 among TIME WARNER TELECOM HOLDINGS INC. THE GUARANTORS LISTED IN SCHEDULE A and MORGAN STANLEY & CO. INCORPORATED LEHMAN BROTHERS INC. WACHOVIA CAPITAL MARKETS, LLCRegistration Rights Agreement • March 16th, 2005 • Time Warner Telecom Inc • Telephone communications (no radiotelephone) • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into on February 9, 2005, among TIME WARNER TELECOM HOLDINGS, INC., a Delaware corporation (the “Company”), TIME WARNER TELECOM INC., the parent of the Company (“TWT Inc.”), certain subsidiaries of the Company and TWT Inc. listed in Schedule II of the Purchase Agreement, as defined below (collectively, the “Subsidiary Guarantors” and together with TWT Inc., the “Guarantors”) and MORGAN STANLEY & CO. INCORPORATED, LEHMAN BROTHERS INC. and WACHOVIA CAPITAL MARKETS, LLC. (collectively, the “Initial Purchasers”).
