Additional Intercreditor Agreement dated November 11, 2010



 Exhibit 10.15 
 Dated 11 November 2010 
 THE BANK OF NEW YORK MELLON,
LONDON BRANCH 
 as Original Senior Secured Trustee 

- and - 

CERTAIN COMPANIES 
 as Original Debtors 
 - and - 

BARCLAYS BANK PLC 
 acting as Security Trustee 
 - and - 

others 
  

 
 ADDITIONAL
INTERCREDITOR AGREEMENT 
  
  







 TABLE OF CONTENTS 

 

							
	 	  	 	  	Page	 
			
	 1.
	  	DEFINITIONS AND INTERPRETATION	  	 	1	  
			
	 2.
	  	RANKING AND PRIORITY	  	 	2	  
			
	 3.
	  	APPLICATION OF PROCEEDS WITH RESPECT TO SENIOR SECURED LIABILITIES	  	 	2	  
			
	 4.
	  	CONTINUING OBLIGATIONS	  	 	2	  
			
	 5.
	  	COMPANY CONFIRMATION	  	 	3	  
			
	 6.
	  	SECURITY TRUSTEE AND ORIGINAL SENIOR SECURED TRUSTEE	  	 	3	  
			
	 7.
	  	PRESERVATION	  	 	3	  
			
	 8.
	  	NOTICES	  	 	4	  
			
	 9.
	  	CONSENTS, AMENDMENTS AND OVERRIDE	  	 	6	  
			
	 10.
	  	COUNTERPARTS	  	 	7	  
			
	 11.
	  	GOVERNING LAW	  	 	7	  
			
	 12.
	  	ENFORCEMENT	  	 	7	  
			
	 13.
	  	MISCELLANEOUS	  	 	8	  
			
	 14.
	  	SPECIAL PROVISIONS REGARDING ENFORCEMENT UNDER THE LAWS OF SPAIN	  	 	8	  
		
	 SCHEDULE 1 DEBTORS
	  	 	10	  
		
	 SIGNATURES
	  	 	11	  


  
 i 








  

			
	 THIS AGREEMENT is dated
	  	November 2010 and made between:

  

	(1)	THE BANK OF NEW YORK MELLON, LONDON BRANCH as Original Senior Secured Trustee; 


 

	(2)	INTERXION HOLDING N.V., a public company with limited liability (naamloze vennootschap), incorporated under Dutch law, having its seat (statutaire
zetel) in Amsterdam, The Netherlands and its office address at Tupolevlaan 24, 1119 NX Schiphol-Rijk, The Netherlands, Chamber of Commerce registration number 33301892 (the “Company”); 


 

	(3)	THE SUBSIDIARIES of the Company named in Schedule 1 (The Debtors) as Debtors (together with the Company, the “Original Debtors”); and


  

	(4)	BARCLAYS BANK PLC as security trustee for the Secured Parties (the “Security Trustee”). 


WHEREAS: 
 The Company intends to issue
€50,000,000 9.50% senior secured notes due February 2017 (the “Additional Senior Secured Notes”) under the Senior Secured Indenture, pursuant to which the Issuer issued the Original Senior Secured Notes, dated 12 February
2010 among, inter alias, the Original Senior Secured Trustee and the Company (the “Original Senior Secured Indenture”). 
 The
Additional Senior Secured Notes are Additional Senior Secured Liabilities owed to the Additional Senior Secured Creditors. The members of the Group and any other grantor of Transaction Security are permitted to incur Additional Senior Secured
Liabilities. The Additional Senior Secured Creditors are Senior Secured Creditors for the purposes of the Original Intercreditor Agreement provided that the provisions of the Original Intercreditor have been complied with. 

As further assurance, certain of the Original Debtors will enter into additional security documents (in addition to the existing Transaction Security) on
or around the time of issuance of the Additional Senior Secured Notes which shall secure all amounts owed to the Primary Creditors under the Debt Documents (the “Additional Security”). 

The parties to this Agreement wish to confirm that, as provided for in the Original Intercreditor Agreement, the Additional Senior Secured Liabilities
will contractually rank and be secured by the Transaction Security (including the Additional Security) pari passu (including in relation to Clause 14 (Application of proceeds) of the Original Intercreditor Agreement) with the other
Senior Secured Liabilities arising in accordance with the Debt Documents. 
 In connection with the above and under section 4.21 of the Original
Senior Secured Indenture, the Issuer (as defined therein) may request at the time of, or prior to, entering into the Additional Senior Secured Notes that the relevant guarantors, the Original Senior Secured Trustee and the Security Trustee enter
into an additional intercreditor agreement. 
 NOW THEREFORE, to avoid any ambiguity, the parties hereto enter into this additional
intercreditor agreement to further evidence the Additional Senior Secured Notes as constituting Senior Secured Notes and the Liabilities incurred by members of the Group and any other grantor of Transaction Security in respect of such Additional
Senior Secured Notes as constituting Additional Senior Secured Liabilities. 
 IT IS AGREED as follows: 

 

	1.	DEFINITIONS AND INTERPRETATION 

 Terms
used but not defined in this Agreement shall have the meaning ascribed to them in the intercreditor agreement dated February 12, 2010 among Barclays Bank plc as Revolving Agent and Security Trustee, The Bank of New York Mellon, London Branch as
Original Senior Secured Trustee, the Revolving Lenders named in Schedule 1 of such agreement, InterXion Holding N,V. and the Debtors and Intra-Group Lenders named in Schedule 2 of such agreement (the “Original Intercreditor
Agreement”), To the extent required, Clause 1.2 (Construction) of the Original Intercreditor Agreement is incorporated into this Agreement by reference. 

  
 1 








  

	1.1	Third Party Rights 

  

	 	(a)	Unless expressly provided to the contrary in this Agreement, a person who is not a Party has no right under the Contracts (Rights of Third Parties) Act 1999 (the
“Third Parties Rights Act”) to enforce or to enjoy the benefit of any term of this Agreement. 

  

	 	(b)	Notwithstanding any term of this Agreement, the consent of any person who is not a Party is not required to rescind or vary this Agreement at any time.


  

	 	(c)	Any Receiver, Delegate or any other person described in Clause 16.15 (No proceedings) of the Original Intercreditor Agreement may, subject to this Clause 1.1 and
the Third Parties Rights Act, rely on any Clause of this Agreement which expressly confers rights on it. 

  

	2.	RANKING AND PRIORITY 

  

	2.1	Senior Secured Liabilities 


As intended by Clause 2.1 (Primary Creditor Liabilities) of the Original Intercreditor Agreement, each of the parties to this
Agreement confirms and agrees that the Liabilities owed by each Debtor and each other grantor of Transaction Security to the creditors in respect of the Additional Senior Secured Notes (other than the Senior Secured Trustee Liabilities) constitute
Additional Senior Secured Liabilities and rank in right and priority of payment pari passu with other Senior Secured Liabilities (other than the Senior Secured Trustee Liabilities) and without any preference. 

 

	2.2	Transaction Security 


Each of the parties to this Agreement confirms and agrees that the Additional Security is treated between the parties as ranking in right
and priority pari passu with the existing Transaction Security so that upon enforcement or realisation of any such Additional Security, all monies and/or assets received by or on behalf of any Primary Creditor shall be applied in the order
set out in Clause 14 (Application of proceeds) of the Original Intercreditor Agreement. 
 Each of the
parties to this Agreement confirms and agrees that the Additional Security ranks and secures the Additional Senior Secured Liabilities in respect of the Additional Senior Secured Notes (other than the Senior Secured Trustee Liabilities) pari
passu with other Senior Secured Liabilities (other than the Senior Secured Trustee Liabilities) and without any preference between them. 
  

	3.	APPLICATION OF PROCEEDS WITH RESPECT TO SENIOR SECURED LIABILITIES 

 Each of the parties to this Agreement confirms and agrees that, all amounts applied by the Security Trustee in accordance with paragraph (c) of Clause 14.1 (Order of application) of the
Original Intercreditor Agreement, shall be applied towards the discharge of (he Senior Secured Liabilities (which for the avoidance of doubt shall include the Additional Senior Secured Liabilities) on a pari passu and pro rata basis.

  

	4.	CONTINUING OBLIGATIONS 


The provisions of the Original Intercreditor Agreement, each Transaction Security Document and the other Debt Documents shall continue in
full force and effect and are not affected by this Agreement. This Agreement is not an amendment of the Original Intercreditor Agreement. 

  
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	5.	COMPANY CONFIRMATION 

 The
Company confirms that the entry into this Agreement does not conflict with or affect the terms of the Debt Documents and that the provisions of paragraph (a) of clause 8.2 (Additional Senior Secured Notes) of the Original Intercreditor
Agreement have been complied with. 
  

	6.	SECURITY TRUSTEE AND ORIGINAL SENIOR SECURED TRUSTEE 

 To the extent that the identity of either the Security Trustee or the Original Senior Secured Trustee changes in accordance with the terms of the Original Intercreditor Agreement, such party’s
successor shall, promptly following its appointment, agree to the terms of this Agreement (in a form acceptable to the parties to this Agreement). 
 The Security Trustee and the Original Senior Secured Trustee enter into this Agreement following the request of the Company in accordance with the terms of the Senior Secured Indenture without liability
to any person. 
  

	7.	PRESERVATION 

  

	7.1	Partial invalidity 

 If,
at any time, any provision of this Agreement is or becomes illegal, invalid or unenforceable in any respect under any law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions nor the legality, validity or
enforceability of that provision under the law of any other jurisdiction will in any way be affected or impaired. 
  

	7.2	No impairment 

 If any
provision of this Agreement is not binding on or enforceable in accordance with its terms against a person expressed to be a party to it, neither the binding nature nor the enforceability of that provision or any other provision of this Agreement
will be impaired as against the other party(ies) hereto. 
  

	7.3	Remedies and waivers 

 No
failure to exercise, nor any delay in exercising, on the part of any party to this Agreement, any right or remedy under this Agreement shall operate as a waiver, nor shall any single or partial exercise of any right or remedy prevent any further or
other exercise or the exercise of any other right or remedy. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law. 

 

	7.4	Waiver of defences 

 The
provisions of this Agreement will not be affected by an act, omission, matter or thing which, but for this Clause 7.4, would reduce, release or prejudice the subordination and priorities expressed to be created by this Agreement including (without
limitation and whether or not known to any party): 
  

	 	(a)	any time, waiver or consent granted to, or composition with, any Debtor, any other grantor of Transaction Security or other person; 


 

	 	(b)	the release of any Debtor, any other grantor of Transaction Security or any other person under the terms of any composition or arrangement with any creditor of any
member of the Group or any grantor of Transaction Security; 

  

	 	(c)	the taking, variation, compromise, exchange, renewal or release of, or refusal or neglect to perfect, take up or enforce, any rights against, or security over assets
of, any Debtor or other person or any non presentation or non observance of any formality or other requirement in respect of any instrument or any failure to realise the full value of any Security; 


  
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	 	(d)	any incapacity or lack of power, authority or legal personality of or dissolution or change in the members or status of any Debtor, any other grantor of Transaction
Security or other person; 

  

	 	(e)	any amendment, novation, supplement, extension (whether of maturity or otherwise) or restatement (in each case, however fundamental and of whatsoever nature, and
whether or not more onerous) or replacement of a Debt Document or any other document or security; 

  

	 	(f)	any unenforceability, illegality or invalidity of any obligation of any person under any Debt Document or any other document or security; 


 

	 	(g)	any intermediate Payment of any of the Liabilities owing to the Primary Creditors in whole or in part; or 


 

	 	(h)	any insolvency or similar proceedings. 

  

	7.5	Priorities not affected 


The priorities referred to in Clause 1 (Ranking and Priority) will: 

 

	 	(a)	not be affected by any reduction or increase in the principal amount secured by the Transaction Security in respect of the Liabilities owing to the Primary Creditors or
by any intermediate reduction or increase in, amendment or variation to any of the Debt Documents, or by any variation or satisfaction of, any of the Liabilities or any other circumstances; 


 

	 	(b)	apply regardless of the order in which or dates upon which this Agreement, the Additional Security and any other Debt Documents are executed or registered or notice of
them is given to any person; 

  

	 	(c)	secure the Liabilities owing to the Primary Creditors in the order specified, regardless of the date upon which any of the Liabilities arise or of any fluctuations in
the amount of any of the Liabilities outstanding; 

  

	 	(d)	not be affected by the nature, type or any provision of any of the Additional Security; and 


 

	 	(e)	not be affected by the respective date(s) or time(s) at which moneys may be or have been advanced or become owing or payable or secured in relation to the Additional
Security and the transactions contemplated under the Debt Documents. 

  

	8.	NOTICES 

  

	8.1	Communications in writing 


Any communication to be made under or in connection with this Agreement shall be made in writing and, unless otherwise stated, may be made
by fax or letter. 
  

	8.2	Security Trustee’s communications with Senior Secured Trustees 

 The Security Trustee shall be entitled to carry out all dealings with the Senior Secured Noteholders through their respective Representatives and may give to the Representatives, as applicable, any notice
or other communication required to be given by the Security Trustee to a Senior Secured Noteholder. 

  
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	8.3	Addresses 

 The address
and fax number (and the department or officer, if any, for whose attention the communication is to be made) of each party for any communication or document to be made or delivered under or in connection with this Agreement is: 

 

	 	(a)	in the case of the Company: 


Interxion Holding N.V. 
 Tupolevlaan 24 
 1119 NX Schiphol-Rijk 

The Netherlands 

Fax: +31 (0) 208 880 7601 
 Attention: D.C. Ruberg; 
  

	 	(b)	in the case of the Security Trustee: 

 Barclays Bank PLC 
 7th Floor 

5 The North Colonnade 
 Canary Wharf 
 London E14 4BB 

Fax: +44 (0)20 7773 4893 
 Attention: Duncan Nash; 
  

	 	(c)	in the case of the Original Senior Secured Trustee: 

 The Bank of New York Mellon, London Branch 
 One Canada Square 

London E14 5AL 

Fax: +44 (0)20 7964 2536 
 Attention: Trustee Administration; and 
  

	 	(d)	in the case of each other party, that notified in writing to the Security Trustee on or prior to the date on which it becomes a party, 


or any substitute address, fax number or department or officer which that party may notify to the Security Trustee (or the Security
Trustee may notify to the other parties, if a change is made by the Security Trustee) by not less than five (5) Business Days’ notice. 
  

	8.4	Delivery 

  

	 	(a)	Any communication or document made or delivered by one person to another under or in connection with this Agreement will only be effective: 


 

	 	(i)	if by way of fax, when received in legible form; or 

  

	 	(ii)	if by way of letter, when it has been left at the relevant address or five (5) Business Days after being deposited in the post postage prepaid in an envelope
addressed to it at that address, 

 and, if a particular department or officer is specified as part of its address
details provided under Clause 8.3 (Addresses), if addressed to that department or officer. 
  

	 	(b)	Any communication or document to be made or delivered to the Security Trustee will be effective only when actually received by the Security Trustee and then only if it
is expressly marked for the attention of the department or officer identified with the Security Trustee’s signature below (or any substitute department or officer as the Security Trustee shall specify for this purpose).



  
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	 	(c)	Any communication or document made or delivered to the Company in accordance with this Clause 8.4 will be deemed to have been made or delivered to each of the Debtors.


  

	8.5	Notification of address and fax number 

 Promptly upon receipt of notification of an address and fax number or change of address or fax number pursuant to Clause 8.3 (Addresses) or changing its own address or fax number, the Security
Trustee shall notify the other parties. 
  

	8.6	Electronic communication 

  

	 	(a)	Any communication to be made between the Security Trustee and a Representative, under or in connection with this Agreement may be made by electronic mail or other
electronic means, if the Security Trustee and the relevant Representative: 

  

	 	(i)	agree that, unless and until notified to the contrary, this is to be an accepted form of communication; 


 

	 	(ii)	notify each other in writing of their electronic mail address and/or any other information required to enable the sending and receipt of information by that means; and


  

	 	(iii)	notify each other of any change to their address or any other such information supplied by them. 


 

	 	(b)	Any electronic communication made between the Security Trustee and a Representative will be effective only when actually received in readable form and in the case of
any electronic communication made by a Representative to the Security Trustee only if it is addressed in such a manner as the Security Trustee shall specify for this purpose. 


 

	8.7	English language 

  

	 	(a)	Any notice given under or in connection with this Agreement must be in English. 


 

	 	(b)	All other documents provided under or in connection with this Agreement must be: 


 

	 	(i)	in English; or 

  

	 	(ii)	if not in English, and if so required by the Security Trustee, accompanied by a certified English translation and, in this case, the English translation will prevail
unless the document is a constitutional, statutory or other official document. 

  

	9.	CONSENTS, AMENDMENTS AND OVERRIDE 

  

	9.1	Required consents 

  

	 	(a)	Subject to paragraphs (b) and (c) below, this Agreement may be amended or waived only with the consent of the Company, the Original Senior Secured Trustee and
the Security Trustee. 

  

	 	(b)	An amendment that has the effect of changing or which relates to: 

  

	 	(i)	curing defects, resolving ambiguities or reflecting changes of a minor, technical or administrative nature, may be made by the Security Trustee and the Company; and



  
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	 	(ii)	the requirements of any person proposing to act as a Senior Secured Trustee which are customary for persons acting in such capacity, may be made by the Security Trustee
and the Company. 

  

	 	(c)	Subject to paragraph (b) above, if any amendment or waiver may impose new or additional obligations on a party or may withdraw or reduce the rights of any party
under this Agreement, the prior written consent of that party is required. 

  

	9.2	Effectiveness 

 Any
amendment, waiver or consent given in accordance with this Clause 9 will be binding on all parties and the Security Trustee may effect any amendment, waiver or consent permitted by this Clause 9. 

 

	10.	COUNTERPARTS 

 This
Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement. 
  


	11.	GOVERNING LAW 

 This
Agreement and any non-contractual obligations arising out of or in connection with it are governed by, and shall be construed in accordance with, English law. 
  

	12.	ENFORCEMENT 

  

	12.1	Jurisdiction 

  

	 	(a)	The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including a dispute relating to the
existence, validity or termination of this Agreement or any non-contractual obligation arising out of or in connection with this Agreement) (a “Dispute”). 


 

	 	(b)	The parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and accordingly no party will argue to the contrary.


  

	 	(c)	This Clause 12.1 is for the benefit of the Secured Parties only. As a result, no Secured Party shall be prevented from taking proceedings relating to a Dispute in any
other courts with jurisdiction. To the extent allowed by law, the Secured Parties may take concurrent proceedings in any number of jurisdictions. 

  

	12.2	Service of process 

  

	 	(a)	Without prejudice to any other mode of service allowed under any relevant law: 


 

	 	(i)	each Debtor (unless incorporated in England and Wales): 

  

	 	(A)	irrevocably appoints Interxion Carrier Hotel Ltd. as its agent for service of process in relation to any proceedings before the English courts in connection with this
Agreement and Interxion Carrier Hotel Ltd., by its execution of this Agreement, accepts that appointment; and 

  

	 	(B)	agrees that failure by a process agent to notify the relevant Debtor of the process will not invalidate the proceedings concerned; 


  
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	 	(b)	If any person appointed as an agent for service of process is unable for any reason to act as agent for service of process, the Company (in the case of an agent for
service of process for a Debtor), must immediately (and in any event within three days of such event taking place) inform the Security Trustee and the Representatives and appoint another agent on terms acceptable to each Senior Secured Trustee.
Failing this the Senior Secured Trustees may appoint another agent for this purpose. 

  

	 	(c)	Each Debtor not incorporated in England and Wales expressly agrees and consents to the provisions of this Clause 12 and Clause 11 (Governing Law).


  

	13.	MISCELLANEOUS 

 All
rights, duties, liabilities and immunities of the Trustee and the Security Trustee under the Original Intercreditor Agreement are hereby incorporated into this Agreement without amendment. 

 

	14.	SPECIAL PROVISIONS REGARDING ENFORCEMENT UNDER THE LAWS OF SPAIN 

  

	14.1	Security Trustee accounting 

 For the purposes of the Debt Documents, the Security Trustee, in its capacity as such, shall open and maintain in its book a special credit account for each creditor party under a Debt Document (a
“Creditor Party”). In each of such accounts the Security Trustee shall debit the amounts owed by a Debtor to a Creditor Party, including the interest, fees, expenses, default interest, additional costs and any other amounts that are
payable by a Debtor pursuant to a Debt Document. Likewise, all amounts received by the Security Trustee from a Debtor pursuant a Debt Document shall be credited in that account, so that the sum of the balance of the credit account represents the
amount owed by a Debtor to a Creditor Party at any time. 
  

	14.2	Individual account of each Creditor Party 

 In addition to the special unified account referred to in Clause 14.1 above, each Creditor Party shall open and maintain in its books a special credit account from which the interest, fees, expenses,
default interest, additional costs and any other amounts that a Debtor owes to such Creditor Party hereunder shall be debited and in which all amounts received by the Creditor Party from the Debtor under the relevant Debt Document shall be credited.

  

	14.3	Determination of balance due in the event of enforcement before the Spanish courts 


In the event of enforcement of a Debt Document before the Spanish courts, the Security Trustee shall settle the credit accounts referred
to above in Clauses 14.1 (Security Trustee accounting) and 14.2 (Individual account of each Creditor Party). It is expressly agreed for purposes of enforceability via judicial or out-of-court methods pursuant to Spanish Law, that the
balance due from the accounts referred to in this Clauses 14.1 (Security Trustee accounting) and 14.2 (Individual account of each Creditor Party) resulting from the certificate issued for such purpose by the Security Trustee shall be
deemed a liquid, due and payable amount enforceable against a Debtor, provided that it is evidenced in a notarial document that the settlement was made in the form agreed to by the parties in the enforceable instrument documenting this
Agreement (titulo ejecutivo) and that the balance due matches with the balance that appears in the corresponding open account of the Creditor Party in connection to the relevant Debt Document. 

The Security Trustee shall previously notify the Debtor of the amount due as a result of the settlement. 

 

	14.4	Enforcement before the Spanish courts 

 In the event that a Creditor Party decides, for the purposes of the enforcement of a Debt Document (that has been raised to the status of public document in Spain) before the Spanish courts, to commence
the ordinary enforcement proceeding set forth in Articles 517, et seq., of the Law of Civil Procedure (Ley de Enjuciamiento Civil), the parties expressly agree for purposes of Article 571, et seq., of such


  
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Law of Civil Procedure that the settlement to determine the summarily enforceable debt be made by the Security Trustee. Therefore, the following will be sufficient for the commencement of the
summary proceedings regarding this Agreement and, in particular, the Additional Senior Secured Notes: (i) the notarial deed (escritura de elevación a público) evidencing this Agreement (or the relevant Debt Document that
has been raised to the status of public document in Spain); (ii) a certificate, issued by the Security Trustee, of the debt for which the Debtor is liable, as well as the extract of the debit and credit entries and the entries corresponding to
the application of interest that determines the actual balance for which enforcement is requested and the document providing evidence (documento fehaciente) that the settlement of the debt has been carried out in the form agreed to in this
Agreement; and (iii) a notarial document providing evidence of the prior notice to the Debtor of the amount due as a result of the settlement. 
 The Debtor shall bear all taxes, expenses and duties accruing or that are incurred by reason of the notarial instruments referred to in the previous paragraph. 

 

	14.5	Public deed 

 This
Agreement has been executed in a private document. Each party shall be entitled to request to the other the formalisation of this Agreement and/or a Debt Document into a public deed (which will include the confirmation of this clause in Spanish)
before a Spanish Notary Public at any moment. The Company shall bear all costs and expenses relating lo such formalisation. 
 THIS
AGREEMENT has been entered into on the date stated at the beginning of this Agreement and executed as a deed by the Intra-Group Lenders and the Original Debtors and is intended to be and is delivered by them as a deed on the date specified
above. 

  
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 SCHEDULE 1 
 DEBTORS 
  

					
	 Company Name
	  	 Place of Incorporation/

Registration
	  	 Registration Number

	 Interxion Holding N.V.
	  	Netherlands	  	33301892
			
	 Interxion Operational B.V.
	  	Netherlands	  	34389232
			
	 Interxion Nederland B.V.
	  	Netherlands	  	34116837
			
	 Intention HeadQuarters B.V.
	  	Netherlands	  	34128125
			
	 Interxion Belgium N.V.
	  	Belgium	  	RPR Brussels 0471.625.579
			
	 Interxion Carrier Hotel Ltd
	  	England	  	03753969
			
	 Interxion France SAS
	  	France	  	423 945 799 RCS Bobigny
			
	 Interxion Deutschland GmbH
	  	Germany	  	HRB 47103, commercial register
(Handelsregister) of the local court
(Amtsgericht) of Frankfort am Main
			
	 Interxion Ireland Limited
	  	Republic of Ireland	  	321944
			
	 Interxion Espana, S.A.
	  	Spain	  	 CIF A-82517731 (registered with the
Commercial Registry of

 Madrid in volume 14952, section 8,

 book 0, page M-249071)



  
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 SIGNATURES 

 

			
	THE COMPANY	 	
		
	EXECUTED AS A DEED	 	
	
	By:       INTERXION HOLDING NV
		
	as the Company	 	
		
	/s/ D.C. Ruberg	 	Signature of Director
		
	D.C. Ruberg	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	2818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness


  
 11 









  

			
	THE DEBTORS	 	
		
	EXECUTED AS A DEED	 	
	
	By:       INTERXION HOLDING N.V.
	
	             With its corporate seat at Amsterdam, The 
Netherlands
	
	             as Debtor and Intra-Group Lender
		
	/s/ D.C. Ruberg	 	Signature of Director
		
	D.C. Ruberg	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	2818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION OPERATIONAL B.V.
	
	             With its corporate seat at Amsterdam, The 
Netherlands
	
	             as Debtor and Intra-Group Lender
		
	/s/ D.C. Ruberg	 	Signature of Director
		
	D.C. Ruberg	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	2818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION HEADQUARTERS B.V.
	
	             With its corporate seat at Amsterdam, The 
Netherlands
	
	             as Debtor and Intra-Group Lender
		
	/s/ D.C. Ruberg	 	Signature of Director
		
	D.C. Ruberg	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	2818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION NEDERLAND B.V.
	
	             With its corporate seat at Amsterdam, The 
Netherlands
	
	             as Debtor and Intra-Group Lender
		
	/s/ D.C. Ruberg	 	Signature of Director
		
	Interxion Holding n.v.	 	Name of Director
	 Represented by D.C. Ruberg
 in
the presence of
	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	2818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION BELGIUM NV
	
	             as Debtor and Intra-Group Lender
		
	/s/ J.J. Camman	 	Signature of Director
		
	J.J. Camman	 	Name of Director
		
	in the presence of	 	
		
	/s/ M.C. de Venster	 	Signature of witness
		
	M.C. de Venster	 	Name of witness
		
	 	 	 
		
	Noordeinde 8	 	 
		
	NL-2435AD Zevenhoven	 	Address of witness
		
	Senior Executive Asst.	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION CARRIER HOTEL LIMITED
	
	             as Debtor and Intra-Group Lender
		
	/s/ G. McCulloch	 	Signature of Director
		
	G. McCulloch	 	Name of Director
		
	in the presence of	 	
		
	/s/ R McGhie	 	Signature of witness
		
	R McGhie	 	Name of witness
		
	 	 	 
		
	5 Butlers Cottages	 	 
		
	Nounsley CM32NG	 	Address of witness
		
	Operations Manager	 	Occupation of witness








  

			
	EXECUTED AS A DEED	 	
	
	By:       INTERXION DEUTSCHLAND GMBH
	
	             as Debtor and Intra-Group Lender
		
	/s/ B.A. Foy	 	Signature of Director
		
	B.A. Foy	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	  	 	 
		
	Emmalaan 13	 	 
		
	3818 GG Amersfort	 	Address of witness
		
	General Counsel	 	Occupation of witness








 EXECUTED AS A DEED 
 By:         INTERXION ESPAÑA, S.A,. 

              as Debtor and Intra-Group Lender 

 

			
		
	/s/  Robertus Johannes Michael Assink	  	Signature of Director
		
	Robertus Johannes Michael Assink	  	Name of Director
		
	in the presence of	  	
		
	/s/  Maria Josefa Monzón Ruz	  	Signature of witness
		
	Maria Josefa Monzón Ruz	  	Name of witness
	Avda. Dr. Toledo 21, esc 1-1°C	  	
	28231, Las Rozas (Madrid)	  	
		
	 	  	Address of witness
		
	Office & HR Manager	  	Occupation of witness








 EXECUTED AS A DEED 
 By:        INTERXION FRANCE SAS 

              as Debtor and Intra-Group Lender 

 

			
		
	/s/ Fabrice Coquio	 	Signature of President
		
	Fabrice Coquio	 	Name of President
		
	in the presence of	 	
		
	/s/ Ingid Nicot	 	Signature of witness
		
	Ingid Nicot	 	Name of witness
		
	 Executive Assistant

Interxion
	 	
	45 Avenue Victor Hugo	 	
	France	 	Address of witness
		
		 	Occupation of witness
		
	 	 	Signature of Director
		
	 	 	Name of Director
		
	in the presence of	 	
		
	 	 	Signature of witness
		
	 	 	Name of witness
		
	 	 	
		
	 	 	
		
	 	 	Address of witness
		
	 	 	Occupation of witness








 EXECUTED AS A DEED 
 By:        INTERXION FRANCE SAS 

              as Debtor and Intra-Group Lender 

 

			
		
	 	 	Signature of President
		
	 	 	Name of President
		
	in the presence of	 	
		
	 	 	Signature of witness
		
	 	 	Name of witness
		
	 	 	
		
	 	 	
		
	 	 	Address of witness
		
	 	 	Occupation of witness
		
	/s/ B.A. Foy	 	Signature of Director
		
	B.A. Foy	 	Name of Director
		
	in the presence of	 	
		
	/s/ J.J. Camman	 	Signature of witness
		
	J.J. Camman	 	Name of witness
		
	 	 	
		
		 	
		
	 Emmalaan 13
 3818 GG
Amersfort
	 	Address of witness
		
	General Counsel	 	Occupation of witness








 EXECUTED AS A DEED 
 1NTERXION IRELAND LIMITED 
 as Debtor and Intra-Group Lender 

Present when the Common Seal 
 of INTERXION
IRELAND LIMITED 
 was affixed hereto in the presence of: 

 

	
	
	/s/ 
	Director
	
	/s/ 
	Director / Secretary


  

			
		
	Signature of witness:	 	/s/ 
		
	Name of witness:	 	
		
	Address of witness:	 	
		
		 	Dublin 3
		
	Occupation of witness:	 	








 THE SECURITY TRUSTEE 
 BARCLAYS BANK PLC 
 as Security Trustee 

By: /s/ Laura
Denford                                     







  

			
	 THE ORIGINAL SENIOR SECURED TRUSTEE
  

THE BANK OF NEW YORK MELLON, LONDON BRANCH
  

as Original Senior Secured Trustee

		
	By:	 	/s/ Marco Thuo
		 	Marco Thuo
		 	Vice President