CELEX: 32015M7678
Language: en
Date: 2015-11-13 00:00:00
Title: Commission Decision of 13/11/2015 declaring a concentration to be compatible with the common market (Case No COMP/M.7678 - EQUINIX / TELECITY) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

|[pic]                             |EUROPEAN COMMISSION                                                                                      |

Brussels, 13.11.2015
C(2015) 8091 final

[pic]

                                        [pic]

|                                                                            |To the notifying party:                                                |

Dear Sir/Madam,

Subject:    Case M.7678 – Equinix/ Telecity
Commission decision pursuant to Article 6(1)(b) in conjunction with Article 6(2) of Council Regulation  No 139/2004[1]  and  Article  57  of  the
Agreement on the European Economic Area[2]

    1) On 24 September 2015, the European Commission (the "Commission") received a notification of a proposed concentration pursuant to Article 4
       of the Merger Regulation, and following a referral pursuant to Article 4(5) of the Merger Regulation, by which  Equinix  Inc.  ("Equinix",
       USA) will acquire sole control within the meaning of Article 3(1)(b) of the Merger Regulation over Telecity Group plc. ("Telecity", UK) by
       way of purchase of shares (the "Proposed Transaction"). Equinix is also referred to as the “Notifying Party”. Equinix  and   Telecity  are
       collectively referred to as the "Parties".

       THE PARTIES

    2) Equinix is a global operator of data centres offering data centre and related  services  to  a  wide  range  of  corporate  customers  and
       organisations. It operates over 100 data centres across 15 countries in 33 different metropolitan areas worldwide. In Europe, Equinix  has
       data centres in nine metro areas across five countries: Amsterdam, Düsseldorf, East Netherlands, Frankfurt, Geneva, London, Munich,  Paris
       and Zurich. The bulk of Equinix's revenue comes from colocation services (79%),[3] with the remaining revenue being generated from related
       interconnection services (17%)[4] and from managed IT infrastructure services (4%).[5]

    3) Telecity is also active in the provision of data centre services and operates 39 data centres across 12 metro areas in Europe and  Turkey:
       Amsterdam, Dublin, Frankfurt, Helsinki, Istanbul, London, Manchester, Milan, Paris, Sofia, Stockholm and Warsaw. In addition to colocation
       services, Telecity also offers interconnection services and other ancillary services, such as managed IT services.

       THE CONCENTRATION

    4) Equinix will acquire 100% of the shares in Telecity via a court-sanctioned scheme of arrangement under the UK Companies Act 2006.[6] Under
       the terms of the court-sanctioned scheme, following an approval by the Telecity shareholders and by the  English  courts,  the  shares  of
       Telecity will be transferred to Equinix in return for consideration in the form of cash and shares in Equinix.[7] The Proposed Transaction
       therefore constitutes a concentration within the meaning of Article 3 (1)(b) of the Merger Regulation.

       EU DIMENSION

    5) The Proposed Transaction does not have a Union dimension within the meaning of Article 1 of the Merger Regulation.[8] However, it  fulfils
       the conditions set out in Article 4(5) of the Merger Regulation for the Parties to request referral of the case to the Commission  as  the
       Proposed Transaction was notifiable in three Member States (Germany, the Netherlands and the United Kingdom). Following  the  notification
       of a reasoned submission by the Notifying Party on 29 June 2015, the case acquired a Union dimension on 22 July 2015, since none of  these
       three Member States expressed its disagreement to a referral of the case to the Commission.

       RELEVANT MARKETS

1 The Parties' business activities

    6) The Parties’ activities mainly overlap in the provision of co-location services. These services account for, respectively, 79% and […]% of
       the revenues of each of Equinix and Telecity.[9] Data centres are dedicated facilities (sometimes purpose-built) in which companies  house
       and operate IT equipment that supports their business (such as servers and data storage). Data centres usually  have  uninterrupted  power
       supply and offer an environment with highly controlled temperature and humidity in order to ensure optimal performance of  the  stored  IT
       equipment. Data centres also often have robust on-site security. Customers of data centres pay a recurring fee for renting floor space  in
       the data centre to install their IT equipment and also pay for the use of power in the building. This type of services is  also  typically
       referred to as "colocation services", because several customers use the same data centre. This is  the  Parties’  main  activity  and  the
       Commission’s competitive assessment of the Proposed Transaction will therefore focus on these services.

    7) The Parties’ activities also overlap in the provision of interconnection services. Interconnection services primarily refer to connections
       via a physical cable (called also "cross-connects") between the IT equipment (servers and routers) of  a  data  centre  customer  and  the
       equipment of another customer of the data centre. Such cross-connects allow fast and reliable connection for Internet access or  data  and
       traffic transmission. For example, when a person sends an e-mail to someone who uses a different provider for his or her connectivity, the
       e-mail must pass from one network to the other through a physical point of interconnection to reach its destination.

    8) The Commission, however, notes that interconnection services are part of  the  services  that  are  typically  provided  by  data  centres
       operators to their customers on top of and in addition to co-location services.[10] In other words, data centre operators typically charge
       their customers a fee to allow this type of cross-connects within a data centre or between data centres.[11] The Commission considers that
       the provision of interconnection services is a relevant element to take into account to assess the  competitive  impact  of  the  Proposed
       Transaction, in particular in relation to possible network effects (see Section 5.7). However, since these services are  provided  by  the
       data centre operator to customers who are already present in its data centre, the Commission also considers that, for the purposes of  the
       Proposed Transaction, it is not necessary to assess the existence of a possible separate market for the provision of these services.  This
       reflects the fact that the assessment of any possible anti-competitive  effects  in  the  provision  of  co-location  services,  including
       possible network effects, would be sufficient to appreciate the possible impact of the  Proposed  Transaction  also  in  relation  to  the
       provision of interconnection services.

    9) The Parties’ activities further overlap in the provision of  managed IT services, such as  onsite  "smart  hands"  services,  i.e.  simple
       operations or maintenance tasks on behalf of data centre customers. Since these services are provided by data centre  operators  to  their
       customers for co-location services, for the same reasons set out above in relation to interconnection services, the  Commission  does  not
       consider it necessary for the purposes of the Proposed Transaction to assess the existence of a possible separate market for the provision
       of these services.

   10) Finally, the Commission notes that Equinix, but not Telecity, is also active in the provision  of   wholesale  Internet  connectivity,  in
       particular through the provision of an Internet Exchange solution in Paris (as far as the EEA is concerned)  and  outside  the  EEA.  Data
       centre customers require connectivity to the Internet and to other networks (cloud  providers,  content  providers,  etc.)  and  therefore
       typically purchase connectivity from network providers (present in the data centre) to which they connect using  cross-connects.  Network,
       content and cloud providers may use different forms of connectivity agreements, the most important  of  which  are  peering  and  transit.
       According to BEREC, “transit” involves the provision of full connectivity to the Internet through a payment.[12] In turn, peering involves
       the exchange of traffic between two or more operators/providers, to carry traffic for each other for their respective customers.  Internet
       Exchange Points are facilities where multiple network or content providers interconnect and peer (exchange traffic). In the  EU,  Internet
       exchanges are primarily operated by collective organisations, some of which are non-profit. The leading Internet exchanges in  the  EU  in
       terms of size (number of members and traffic throughput) are AMS-IX (Amsterdam), LINX (London) and DE-CIX (Frankfurt).[13] The  Commission
       will analyse the possible impact of the Proposed Transaction in relation to the provision of wholesale Internet connectivity in paragraphs
       (135) to (142).

2 Relevant product market

1 Notifying Party's view

   11) In-house and third party data centres. The Notifying Party claims that in-house data centres are not part of the relevant product  market.
       Customers seeking data centre facilities can either build and operate their own in-house data centre, or (wholly or  partially)  outsource
       their data centre requirements. In particular, large technology companies  still  build  and  maintain  their  own  in-house  data  centre
       facilities. However, due to the cost and complexity of owning and operating a data centre and the  availability  of  outsourcing  options,
       many companies choose to outsource or complement their in-house data centre needs by purchasing data  centre  services  from  third  party
       providers ("third party data centres").[14]

   12) Carrier-neutral and carrier-owned data centres. The Notifying Party submits that the market for colocation services includes both carrier-
       neutral and carrier-owned providers. Third party data centres have been historically  categorised,  according  to  their  ownership,  into
       "carrier-neutral" data centres operated independently of any network provider/carrier and "carrier-owned" data centres, owned and operated
       by a network provider of the likes of Orange or British Telecom. More recently, the distinction between carrier-neutral and  carrier-owned
       data centres would seem to become increasingly blurred as carrier-owned data centres no longer impose any limitations on  their  customers
       in terms of access to networks other than the carrier's own network. The Notifying Party submits examples of carrier-neutral  data  centre
       providers which are in fact owned by network providers and of network providers  offering  customers  in  their  data  centres  access  to
       multiple network providers. Finally, the Notifying Party submits that market intelligence company IHS has recently accepted in its  market
       share analysis that carrier-owned data centres compete with carrier-neutral centres.

   13) Wholesale and retail data centres. The Notifying Party claims that a distinction between wholesale and retail would not be  meaningful  in
       the market for the provision of data centre services. Historically, data centre providers  have  been  referred  to  as  "wholesale"  data
       centres and "retail" data centres, according to primarily the size of the customer's space and power requirements. Wholesale data  centres
       traditionally offer large amounts of space on long term contracts while retail data centres provide smaller amounts of space on medium- to
       short-term contracts. According to the Notifying Party, the distinction between wholesale and retail  data  centres  would  no  longer  be
       relevant as operators who traditionally were categorised as either retail or wholesale providers have  also  started  offering  colocation
       services that meet all size requirements. Data centre providers could quickly repurpose capacity from wholesale to retail or vice versa.

   14) Segmentation per type of customer. The Notifying Party submits that it is not appropriate to further segment the relevant market per  type
       of customer. The Notifying Party segments its customers for marketing purposes into five types: (i) cloud and IT services providers;  (ii)
       content and digital media providers; (iii) network providers;  (iv)  financial  services  providers;  and  (v)  enterprise  customers.[15]
       However, other data centre providers would not do this. According to the Notifying Party, the arguments for  not  further  segmenting  the
       market are threefold. First, data centres would provide essentially  the  same  colocation  services  (i.e.  space,  power  and  ancillary
       services) to the different types of customers, adapted to the customer's specific requirements. Some customers have  different  colocation
       requirements in terms of e.g. latency,[16] number of network providers or quality requirements: financial services providers, for example,
       are sensitive to latency and favour a very close access to trading platforms, while for other customers data centres that  host  a  higher
       number of network providers may be more attractive. Second, […].[17] Third, […].

2 Results of the market investigation and Commission's assessment

   15) The Commission has not previously considered in detail the market for colocation services. Colocation services have been only investigated
       in the context of global connectivity services,[18] web hosting/internet hosting services[19] or infrastructure  outsourcing  services[20]
       leaving open the exact product market definition.

   16) As regards in-house and third party data centres, the majority of customers who replied to  the  market  investigation[21]  consider  that
       third party data centre services are not substitutable in terms of product characteristics and price with storing data in-house.  Moreover
       the majority of customers stated that they use only third party data centre services.[22] Some customers explained for instance that  they
       do not have the expertise (related to put in place and manage the necessary power supply and  air  cooling,  along  with  supervision  and
       assistance activities) to build a data centre and could not realise the economies of scale  associated  with  third  party  data  centres.
       Therefore, building an own data centre would be too expensive compared to outsourcing data centre requirements. While most competitors who
       replied to the market investigation stated that third party data centre services are substitutable with storing data  in-house,  in  fact,
       some of these competitors confirmed the view expressed by customers concerning the level of connectivity in third party data  centres  and
       the high investments associated with building a data centre.[23]

   17) In light of the above, and in particular considering the lack of substitutability between third party colocation services and storing data
       in-house due to the differences in price (related to the economies of scale that can be achieved by third  party  providers)  and  product
       characteristics such as level of connectivity, the Commission considers, for the case at hand, that third party colocation services and in-
       house data centres do not belong to the same product market.

   18) Concerning carrier-owned and carrier-neutral data centres, most customers and competitors who replied to the market investigation in  this
       case considered services offered by carrier-neutral data centres and by carrier-owned data centres not to be substitutable. In particular,
       many customers and competitors explained that carrier-neutral data centres offer more options in terms of connectivity as the customer can
       choose the network provider and can opt to use more than one network provider. As a customer noted "carrier-owned  data  centres  tend  to
       lock customers into the carrier's network". Moreover, a customer considers that in some cases carriers (network providers) seem to be more
       reluctant to place  their equipment in a data centre controlled by a competing carrier, which limits the number  of  carriers  present  in
       carrier-owned data centres and therefore potentially leads to higher prices and  worse  quality  of  service.  A  customer,  for  example,
       mentioned that pricing of network links landing at carrier-owned data centres is different than at carrier-neutral centres due to the lack
       of true local competition.[24] Moreover, according to a competitor, carrier neutral colocation is not the core business  of  carriers  and
       carriers do not have the incentive "to create an ecosystem  which  has  the  ability  to  connect  with  multiple  carriers  and  exchange
       providers".[25]

   19) The market investigation, however, also confirmed that there are a number of carrier-owned data centres that offer  comparable  levels  of
       connectivity as carrier-neutral ones. Several customers emphasized that such carrier-owned data centres may  deliver  the  same  level  of
       service, price and connectivity as carrier-neutral data centres.  A competitor noted: "[s]ervices offered by carrier-neutral data  centers
       and carrier-owned data centers are generally substitutable in terms of technical characteristics and efficiency. The choice between  these
       two types of suppliers will often depend on the location of the data centers in question, as well as  on  the  strategy  followed  by  the
       network provider, which sometimes makes it difficult for companies hosted in the same site to interconnect with each other."

   20) Carrier-owned and carrier-neutral data centres appear to have some different characteristics: carrier-neutral seem to offer overall better
       connectivity, service and lower prices. In light of the results from the market investigation, which  indicate  that  for  some  customers
       carrier-owned and carrier-neutral data centres provide a level of service considered equivalent for their needs and a number  of  carrier-
       owned datacentres offer comparable levels of connectivity to carrier-neutral datacentres (which, in turn, translates in better prices  and
       better services for customers), the Commission considers, for the case at hand, that carrier-owned and carrier-neutral data centres belong
       to the same product market. However, as part of the competitive assessment, the Commission will take into account the differences  between
       the services offered by carrier-owned and carrier-neutral operators when analysing the closeness of competition between  the  Parties  and
       their competitors.

   21) As regards retail and wholesale data centres, the market investigation did not provide a clear picture on such possible  segmentation.  On
       the one hand, several respondents consider services offered by retail data centres and wholesale data centres  not  to  be  substitutable.
       These respondents mention that wholesale data centres offer larger capacity and more competitive prices, but also  fewer  services,  fewer
       tenants, less diversity of network operators and limited connectivity options. Retail data centres,  on  the  other  hand,  offer  smaller
       contracts and more services.[26] On the other hand, several respondents consider that no distinction should be  made  between  retail  and
       wholesale providers. They state that the retail and wholesale colocation markets seem to be converging (or at least, the borders  seem  to
       be blurring). Providers nowadays offer a combination of both retail and wholesale services. For  example,  Global  Switch,  a  traditional
       wholesaler, states on its website that it can offer retail services.[27]

   22) In light of the results from the market investigation, although retail  and  wholesale  data  centres  seem  to  have  somewhat  different
       characteristics such as offering larger capacity, having fewer tenants and more limited connectivity options,  the  Commission  considers,
       for the case at hand, that wholesale and retail data centres belong to the same product market because of the ongoing convergence  between
       the two and also the fact that wholesale providers seem to be a viable alternative for at least some of the  customers  that  retail  data
       centres serve and that wholesale providers do compete for retail deals. However, as part of the  competitive  assessment,  the  Commission
       will take into account the differences between the services offered by wholesale  and  retail  datacentre  operators  when  analysing  the
       closeness of competition between the Parties and their competitors.

   23) On the possible segmentation per the different types of customers mentioned in paragraph (14), the majority of customers who  participated
       to the market investigation indicated that different types of customers have different types of  needs,  which  may  affect  the  specific
       characteristics of the data centre they would choose.[28] However, there is no clear dividing line in terms of the needs of the  different
       types of customers. Customers across segments state that they need for instance connectivity (presence of network operators,  connectivity
       to local internet exchanges, access to peering services), good location (proximity to users, business partners or other  datacentres)  and
       redundancy of power and cooling.[29] The majority of competitors consider that different categories of customers have different  types  of
       needs in terms of specific product characteristics.[30] However, the majority of competitors believe that data centres  offering  services
       to one category of customers can easily modify their services so as to also  offer  services  to  another  category  of  customers.[31]  A
       competitor has stated that it may be easy for data centre providers offering retail services. However, some  competitors  have  emphasized
       some of the difficulties or costs involved in making modifications to data centres.[32]

   24) In relation to the ability of data centres to serve different types of customers who have different needs, the Commission notes that  data
       centres usually serve multiple customer segments even if the proportion of the different groups can vary by data centre.

   25) In light of the results from the market investigation, and in particular the fact that  data  centre  operators  are  capable  of  serving
       customers across different categories, the Commission considers, for the case at hand, that no  segmentation of the markets for colocation
       services by type of customers is appropriate.

3 Conclusion

   26) In light of the above, the Commission considers that the relevant product market for  the  case  at  hand  comprises  colocation  services
       provided by third party data centres without segmenting the relevant product market into services provided by carrier-neutral and carrier-
       owned data centres, wholesale and retail operators or by type of customers.

3 Relevant geographic market

1 Notifying Party's view

   27) The Notifying Party submits that the relevant geographic markets to be considered are the markets for colocation in Amsterdam,  Frankfurt,
       London and Paris.

   28) According to the Notifying Party, a large majority of customers seek data centre services within a particular metropolitan area  ("metro")
       and a given metro is in general not substitutable with another metro in the same or in another country. The Notifying Party  submits  that
       price levels of colocation services differ across the main metros and such discrepancies appear to be mostly due to  differences  in  real
       estate, power and construction costs in each particular metro. According to the Notifying Party, industry analysts consider the markets on
       a metro by metro basis.

   29) According to the Notifying Party, within a particular metro data centres located in a radius of up to 50  km  from  the  city  centre  are
       likely to be considered by most customers as credible alternatives to data centres located in the city centre.  The  50  km  radius  would
       affect the provision of colocation services in at least four ways: i) the minimum acceptable latency for the services located in the  data
       centre;[33] ii) the ability of data centre customers to travel to the data centre premises within a reasonable time (for example, one-hour
       commute) for installing or replacing the equipment hosted in the data centre; iii) proximity to end-users  in  major  population  centres;
       and, iv) cost-effective transmission of data to connect to counterparties in other data centres. According to the Notifying Party, several
       data centre providers have built new data centres located up to 50 km away from existing ones with little spare capacity and tethered them
       to each other.

2 Results of the market investigation and Commission's assessment

   30) In Deutsche Börse/ NYSE Euronext the results of the market investigation suggested that colocation services are  likely  to  be  location-
       specific (the trading platforms operated by Deutsche Börse and NYSE Euronext  respectively  being  hosted  in  different  metros[34])  and
       therefore not substitutable.[35]  The Commission however left the exact market definition open in this respect.

   31) The majority of customers who replied to the market investigation stated that they target a specific metro area  when  seeking  to  source
       data centre services.[36] Some customers explained that metro areas present the best opportunities to connect to third  parties  with  low
       latency, for example because there is a sufficient concentration of network operators. A customer  mentions  that  it  deploys  into  data
       centres within metropolitan areas to serve traffic locally to end-users and that it requires connectivity to certain carriers in order  to
       serve that traffic.[37]

   32) The results of the market investigation confirmed that most customers only occasionally seek to source data  services  in  more  than  one
       specific metro at the same time.[38] While several customers state that they may choose the same data centre supplier for  more  than  one
       metro (provided the supplier is active in the metro areas), sometimes in order to obtain better prices, they also state they often  source
       from several suppliers, sometimes even within the same metro.

   33) Customers, who source data centre services within the metropolitan area, do so generally within a  radius  of  usually  no  more  than  50
       kilometres from the city centre.[39] There are several reasons for this. Some customers mention that the data centre should not be located
       too far in order to allow IT teams to access the centre (e.g. to install hardware and equipment). Other customers  also  mention  latency,
       i.e. a short distance to the end-user allows for lower latency. One customer states that in order to connect to a carrier collocated in  a
       data centre through another data centre using Dense Wavelength Division Multiplexing (DWDM), the dark fibre between the data centre  meets
       the latency requirements of the DWDM equipment only if the maximum distance between the data centres is 50 km.[40]

   34) The majority of customers who replied to the market investigation consider data centre providers located within a 50 km  radius  from  the
       city centre of a given metro area to be substitutable with data centres located within the city centre of the same metro.[41]

   35) While competitors have divergent views on the geographic level that they compete with other  data  centre  providers[42]  (some  operators
       consider that competition takes place at the worldwide level, others claim to compete at metro level,  or  at  the  national  level)  when
       stating the geographic level at which contracts with customers are signed the national level is the most commonly provided answer.[43] The
       majority of competitors also consider that data centre providers located within a 50 km radius from the city centre of a given metro  area
       to be substitutable with data centres located within the city centre of the same metro.[44]

   36) Finally, the Commission also notes that consultancies like the market intelligence company  IHS  calculate  market  shares  of  colocation
       services providers per metro.[45]

   37) In the light of the above, and in particular the fact that most customers seem to target very specific metros when seeking to source  data
       centres services and that the different metros do not appear to be substitutable from the demand side, the Commission considers that,  for
       the case at hand, the relevant geographic market consists of each relevant metropolitan area (corresponding to a radius of  around  50  km
       from the city centre).

       COMPETITIVE ASSESSMENT

1 Affected markets

   38) The Parties' activities overlap horizontally in the market for colocation services and, as illustrated in Table  1  below,  give  rise  to
       affected markets in four metros, namely Amsterdam, London, Frankfurt and Paris.

   39) On the market for colocation services,[46] the combined market shares by revenue would be: Amsterdam: [30-40]% (with an increment of  [10-
       20]%), London: [30-40]% (with an increment of [10-20]%), Frankfurt: [30-40]% (with an increment of [5-10]%) and Paris: [20-30]%  (with  an
       increment of [10-20]%).

Table 1: Markets for colocation services at metro level (market shares by revenue)

|                   |2014                                              |2015 H1                                            |
|                                                     |Equinix               |Telecity              |Combined             |
|                          |Spare space               |[5-10]%               |[5-10]%               |[10-20]%             |
|Amsterdam                 |                          |                      |                      |                     |
|                          |Spare power               |[5-10]%               |[5-10]%               |[10-20]%             |
|                          |Spare space               |[5-10]%               |[5-10]%               |[10-20]%             |
|London                    |                          |                      |                      |                     |
|                          |Spare power               |[5-10]%               |[5-10]%               |[10-20]%             |
|                          |Spare space               |[5-10]%               |[5-10]%               |[10-20]%             |
|Frankfurt                 |                          |                      |                      |                     |
|                          |Spare power               |[5-10]%               |[5-10]%               |[10-20]%             |
|                          |Spare space               |[10-20]%              |[5-10]%               |[10-20]%             |
|Paris                     |                          |                      |                      |                     |
|                          |Spare power               |[10-20]%              |[0-5]%                |[20-30]%             |

      Source: EU Commission based on Notifying Party's estimates

   40) Moreover, the Notifying Party claims that, for the overall colocation services market, the IHS market shares by revenue in some  cases  do
       not correctly reflect the actual revenues of the Parties and of some of its competitors. The Notifying Party submits restated  IHS  market
       shares adjusted based on the actual 2014 revenue of Equinix and Telecity.

      Table 3: Restated Market shares for colocation services at metro level for 2014 and 2015

|                                                           |Equinix           |Telecity           |Combined           |
|Amsterdam               |IHS for 2014                      |[10-20]%          |[20-30]%           |[30-40]%           |
|                        |Restated IHS 2014 with Parties    |[10-20]%          |[20-30]%           |[30-40]%           |
|                        |estimates                         |                  |                   |                   |
|                        |IHS for 2015                      |[10-20]%          |[20-30]%           |[30-40]%           |
|                        |Restated IHS 2015 with Parties    |[10-20]%          |[10-20]%           |[20-30]%           |
|                        |estimates                         |                  |                   |                   |
|London                  |IHS for 2014                      |[20-30]%          |[10-20]%           |[30-40]%           |
|                        |Restated IHS 2014 with Parties    |[10-20]%          |[10-20]%           |[30-40]%           |
|                        |estimates                         |                  |                   |                   |
|                        |IHS for 2015                      |[20-30]%          |[10-20]%           |[30-40]%           |
|                        |Restated IHS 2015 with Parties    |[10-20]%          |[10-20]%           |[20-30]%           |
|                        |estimates                         |                  |                   |                   |
|Frankfurt               |IHS for 2014                      |[20-30]%          |[5-10]%            |[30-40]%           |
|                        |Restated IHS 2014 with Parties    |[20-30]%          |[5-10]%            |[30-40]%           |
|                        |estimates                         |                  |                   |                   |
|                        |IHS for 2015                      |[30-40]%          |[5-10]%            |[40-50]%           |
|                        |Restated IHS 2015 with Parties    |[10-20]%          |[0-5]%             |[20-30]%           |
|                        |estimates                         |                  |                   |                   |
|Paris                   |IHS for 2014                      |[10-20]%          |[10-20]%           |[20-30]%           |
|                        |Restated IHS 2014 with Parties    |[10-20]%          |[5-10]%            |[20-30]%           |
|                        |estimates                         |                  |                   |                   |
|                        |IHS for 2015                      |[10-20]%          |[10-20]%           |[30-40]%           |
|                        |Restated IHS 2015 with Parties    |[10-20]%          |[5-10]%            |[20-30]%           |
|                        |estimates                         |                  |                   |                   |

       Source: IHS data and Notifying Party's estimates

   41) The market investigation by and large confirmed the reliability of the market  share  figures  calculated  by  IHS  which  the  Commission
       therefore chose to use on a conservative basis for the purposes of its Phase I assessment since the IHS market shares are slightly  higher
       that the Parties' shares restated on the basis of the original IHS data.

   42) The Commission also notes that, while spare space and spare power are very important indicators that should be  taken  into  account  when
       assessing the market power of market players and their ability to compete, in particular, going forward, revenue market shares appear  the
       most appropriate starting point. The results of the market investigation confirm that market players take into account  the  revenue  when
       assessing their own position, as well as their competitors' positions, on the market.[49] Moreover, third  party  independent  consultancy
       firms, such as IHS and BroadGroup, also use market shares based on revenues as a main parameter in order to determine the market  position
       of the various data centre operator.

   43) That said, the amount of spare capacity (and spare power) is also very important. This reflects  the  fact  that  customers  have  limited
       ability to switch data centre, due to the technical complexity and associated high costs of moving the equipment (renting  two  colocation
       premises, ensuring continuity of mission critical services) and even more so customers who rely on the connectivity services in  the  data
       centre.

   44) According to the Notifying Party, the industry is characterized by low churn rates. In  particular,  the  Notifying  Party  estimates  its
       average quarterly churn rate from Q1 2014 to Q1 2015 to be […]% for Amsterdam and London, […]% for  Frankfurt  and  […]%  for  Paris.  The
       Notifying Party estimates Telecity's total average quarterly churn rate in 2014 to be […]%  for  the  Netherlands,  […]%  for  the  United
       Kingdom, […]% for Germany and […]% for France. Churn rates for business lost to competitors are estimated by the Notifying Party to be […]
       per quarter across the four countries.[50]

   45) A large majority of customers who participated in the market investigation consider that the cost of switching to another supplier in  the
       same metro is important. In addition, a majority of customers consider switching to be technically complex (and some consider it  even  to
       be "very complex") and time-consuming. Several customers have stated that switching is not even considered  as  a  real  option.[51]  That
       said, some customers have in the past moved to another data centre provider in the same metro (though rarely more than once): the  reasons
       include, technical issues (e.g. power instability, cooling), insufficient capacity to grow,  security  concerns,  and  sometimes  pricing.
       These constraints on customers to switch data centre provider could prevent them from move away from the facilities of the  merged  entity
       should it decide post-transaction to start charging more for its colocation services.

   46) The Commission considers that the ability of the various players to compete for future business depends to a large extent on the available
       spare capacity and spare power. When a datacentre is full and has no capacity to further expand it may not have future ability to compete,
       though it may generate a lot of revenue to the data centre provider due the presence of established customers.

2 Market for provision of colocation services in the Amsterdam metro area

1 Notifying Party's View

   47) The Notifying Party submits that the Proposed Transaction will not give rise to competition concerns in the overall colocation  market  in
       the Amsterdam metro area for the following reasons: (i) the merged entity's combined market share for 2015 by revenue (based  entirely  on
       Parties' estimates) will be of only [20-30]%; (ii) the colocation market in Amsterdam is fragmented and post-transaction there will remain
       a sufficient number of competitors with market shares of between [10-20]% and [10-20]% (such as Global Switch, Interxion and  KPN);  (iii)
       the merged entity will account for only [10-20]% to [10-20]% of the available spare capacity; (iv)  Equinix  and  Telecity  are  not  each
       other's closest competitors; and, (v) the Parties do not both operate highly connected data  centres  with  a  high  number  of  potential
       peering counterparties.

   48) According to the Notifying Party, Equinix competes more frequently with […], and competes frequently  with  [numerous]  other  competitors
       […].

   49) Moreover, the Notifying Party submits that the Parties' levels of investments for expansion are largely in line with some of the  Parties'
       main competitors, whilst a number of other players are investing much more heavily than the Parties.

   50) Furthermore, the Notifying Party claims that the Proposed Transaction will not impair the options available to those customers  who  value
       and seek highly connected data centres as the best connected data centres (i.e. the data centres with  the  highest  number  of  potential
       private peers) are owned by Telecity and other competitors, but not Equinix.

   51) Finally, the Notifying Party emphasizes the presence of an important number of competitors in Amsterdam and the high level of supply  with
       large amounts of spare space.

2 Commission's assessment

   52) Equinix has three data centres in Amsterdam (AM1, AM2 and AM3). AM1 and AM2 are located  in  the  Southeast  of  Amsterdam  and  generated
       revenues of respectively EUR […] million and EUR […] million (2014). Both data centres are […] (with spare space of […] and […]  m²),  […]
       they have […] spare power ([…] and […] KW respectively). AM1 hosts […] network providers and is tethered to […]. AM2  in  turn  hosts  […]
       network providers and the public internet exchanges AMS-IX and NL-IX. AM3 is located in Science Park and generated  revenues  of  EUR  […]
       million (2014). AM3 has […] m² spare space and […] KW spare power. AM3 hosts  […]  network  providers  as  well  as  the  public  internet
       exchanges AMS-IX and NL-IX.

   53) Telecity has 6 data centres in Amsterdam (AMS01, AMS02, AMS03, AMS04, AMS05 and AMS06). AMS01 is located in Science Park, AMS02 and  AMS05
       are located in Southeast of Amsterdam, AMS03 is located in West Harbour and AMS04 and AMS06 are located in  Amstel  Business  Park.  AMS01
       generated revenues of EUR […] million (2014), has […] spare capacity ([…] m²) and power ([…] KW), hosts […] network providers  and  NL-IX,
       and is tethered to Nikhef[52] and Sara.[53] AMS02 generated revenues of EUR […] million (2014), it has […] m²  spare  capacity  […]  spare
       power, hosts […] network providers and AMS-IX and NL-IX. AMS03 had revenues of EUR […] million (2014), has […]  m²  spare  space,  […]  KW
       spare power, and hosts […] network providers and NL-IX. AMS04 generated EUR […] million revenues (2014), has […]m² spare space and […]  KW
       spare power and hosts […] network providers and AMS-IX. AMS05 generated EUR […] million (2014), has […] m² spare capacity […] spare power,
       and hosts […] network providers and AMS-IX. Finally, AMS06, the opening of which was announced on 2 November 2015,[54] has  […]  m²  spare
       capacity, […] KW spare power and tethers to […].

   54) The Parties are strong competitors in Amsterdam. Both control a portfolio of data centres which  includes  full  data  centres  generating
       steady revenues, data centres with spare capacity, well-connected data centres and well-located data centres. Equinix  controls  two  full
       data centres in Southeast and one data centre in Science Park which has spare capacity and spare power, generating  a  total  of  EUR  […]
       million in revenues (2014). Telecity is present in four locations, including Science Park and Southeast, generating total revenues of  EUR
       […] million. Telecity data centres have spare capacity and spare power in West Harbor and Amstel Park.

   55) In light of the above, the Commission considers that the Parties are today important competitive forces in Amsterdam.

   56) The Parties' and their main competitors' shares by revenue and by available capacity in relation to the market for colocation services  in
       Amsterdam are illustrated in the below Table 4.

       Table 4: Market shares for market for colocation services by revenue and by available capacity

|                          |2014                    |2015 H1               |End 2015              |End 2015            |
|                          |by revenue              |by revenue            |spare space           |spare power         |
|Telecity                  |[20-30]%                |[20-30]%              |[5-10]%               |[5-10]%             |
|Equinix                   |[10-20]%                |[10-20]%              |[5-10]%               |[5-10]%             |
|Combined                  |[30-40]%                |[40-50]%              |[10-20]%              |[10-20]%            |
|Global Switch             |[10-20]%                |[10-20]%              |[5-10]%               |[10-20]%            |
|Interxion                 |[10-20]%                |[10-20]%              |[10-20]%              |[20-30]%            |
|KPN                       |[5-10]%                 |[5-10]%               |[30-40]%              |[20-30]%            |
|EvoSwitch                 |[0-5]%                  |[0-5]%                |[5-10]%               |[5-10]%             |
|Digital Realty            |[0-5]%                  |[0-5]%                |[5-10]%               |[5-10]%             |
|Switch Datacenters        |[0-5]%                  |[0-5]%                |[5-10]%               |[5-10]%             |
|AT&T                      |[0-5]%                  |[0-5]%                |[0-5]%                |[0-5]%              |
|Level3                    |[0-5]%                  |[0-5]%                |[0-5]%                |[0-5]%              |
|NTT / E-Shelter           |[0-5]%                  |[0-5]%                |[…]                   |[…]                 |
|Verizon Terremark         |[0-5]%                  |[0-5]%                |[5-10]%               |[0-5]%              |
|Colt                      |[0-5]%                  |[0-5]%                |[0-5]%                |[0-5]%              |
|Others                    |[0-5]%                  |[0-5]%                |[0-5]%                |[0-5]%              |

       Source: IHS data and Parties' estimates

   57) First, the Proposed Transaction would bring together two large carrier-neutral retail data centre service providers in Amsterdam. As shown
       by the above table, the Parties' combined market shares would be around [30-40]% by revenue, with a significant increment.   The  combined
       entity will be [considerably larger than] its nearest competitor, Global  Switch  ([10-20]%),  which,  in  turn,  is  a  strong  wholesale
       provider, with a more limited retail presence. The only other large retail  competitor  on  the  market  would  be  Interxion  ([10-20]%),
       alongside a number of smaller competitors with around [5-10]% market share or less each.

   58) Second, the Parties appear to be close competitors with each other […]. Both Parties promote themselves as  being  carrier-neutral  retail
       data centre providers and compete essentially in this sub-segment of the overall colocation market. Hence, they  do  not  compete  closely
       with carrier-owned operators such as KPN, Verizon, Colt, AT&T and Level3. In addition, the analysis of the available bidding data[55]  for
       the period […] by value (the estimated value of business opportunities for which both Equinix and Telecity competed) demonstrates that the
       most often encountered competitors by Equinix were […] and […]. In the  bids  in  which  Telecity  competed  the  most  often  encountered
       competitor was […] and the second most encountered competitor was […]. Bidding data expressed by volume (number of competitive encounters)
       show that in […] bids (representing […]% of the total encounters for which  data  is  available)  Equinix  was  facing  […],  among  other
       competitors, and in […] bids it was facing […]. Telecity, on the other hand, was competing against […] in […] bids ([…]% of the bids)  and
       with […] in […] bids ([…]%).

   59) Moreover, the results of the market investigation show that market players (competitors and customers alike) consistently identify Equinix
       and Telecity as close competitors in Amsterdam.[56]

   60) Third, the Proposed Transaction would eliminate an important competitive force in Amsterdam. In Science Park,  the  merger  would  combine
       Equinix AM3 with Telecity AMS01, which is tethered to the Nikhef and Sara/Vancis. The latter two data centres are very well connected  but
       have very limited spare space. No extensions are planned by either Nikhef or Sara/Vancis.[57] Telecity is expanding AMS01 with […] sq m in
       […] and Equinix will add […] sq m in […] in its Science Park data centre.  Hence,  the  merger  will  bring  together  the  two  remaining
       providers with spare capacity in Science Park. In South East, the merger would combine Telecity's best connected data centres  (AMS02  and
       AMS05) with Equinix's AM1 and AM2.

   61) In this regard the market investigation provided indications that an important number of customers (though not a  clear  majority)  expect
       the Parties to increase prices for their colocation services post-transaction in the Amsterdam metro.[58]

   62) Lastly, barriers to entry on the markets for provision of colocation services are relatively high and it  cannot  be  reasonably  expected
       that any horizontal non-coordinated effects could be mitigated by timely, likely and sufficient entry.

   63) In light of the above, the Commission considers that the Proposed Transaction raises serious doubts  as  to  its  compatibility  with  the
       internal market as regards the market for colocation services in the Amsterdam metro area.

3 Market for the provision of colocation services in the London metro area

1 Notifying Party's View

   64) The Notifying Party submits that the Proposed Transaction will not give rise to competition concerns in the overall colocation  market  in
       the London metro area for the following reasons: (i) the merged entity's combined market share for 2015  by  revenue  (based  entirely  on
       Parties' estimates) will be of [20-30]%; (ii) the colocation market in London is highly fragmented and post-transaction there will  remain
       a sufficient number of competitors with sizeable market shares of between [10-20]% and [10-20]% (such as Global Switch, Digital Realty and
       KDDI Telehouse); (iii) the merged entity will account for [10-20]% to [10-20]% of the available spare capacity; (iv) Equinix and  Telecity
       are not each other's closest competitors and their respective London data centres are largely complementary; and (v) the  Parties  do  not
       both operate highly connected data centres with a high number of potential peering counterparties.

   65) In particular, the Notifying Party submits that the data centres operated in London by Equinix and Telecity do  not  compete  head-to-head
       due to the complementarity of their respective data centres. While the majority of Telecity's revenues are generated  by  highly-connected
       data centres in the Docklands (east of London), Equinix's data centres are  largely  located  in  Slough  (west  of  London  and  Heathrow
       airport). Data centres in the Docklands, where the transatlantic fibre connecting Europe to the United States lands and which historically
       developed as a connectivity hub, mainly attract customers like Internet providers, telecom carriers and content providers. Slough  on  the
       other hand traditionally draws more financial services providers.

   66) The Notifying Party further submits that, Telecity apart,  Equinix  competes  frequently  with  at  least  [numerous]  other  data  centre
       operators, and in Slough in particular mainly with […], but also with […].

   67) Moreover, the Notifying Party claims that post-transaction the combined  entity's  shares  in  terms  of  spare  capacity  and  levels  of
       investments for expansion will be largely in line with some of the Parties main competitors with a number of players investing  much  more
       heavily than the Parties.

   68) In addition, the Notifying Party submits that the Proposed Transaction will not impair the options available to those customers who  value
       and seek highly connected data centres as the data centres with the highest number of potential private peers  (i.e.  the  best  connected
       data centres) are located in the Docklands and are owned by either KDDI-Telehouse or Telecity while the Equinix  data  centres  in  Slough
       have a much lower level of connectivity compared to these Docklands data centres.

   69) Finally, the Notifying Party emphasises the presence of an important number of competitors in London and the high  level  of  supply  with
       large amounts of vacant space.

2 Commission's assessment

   70) Equinix has six data centres in London (LD1, LD2, LD3, LD4, LD5 and LD6). LD4, LD5 and  LD6  are  all  located  in  Slough,  which  is  an
       important data centre hub within the London metro, and generated revenues in 2014 of EUR […] million for LD4 and EUR […] million  for  LD5
       respectively. LD6 which opened in 2015 has no revenue reported for 2014. LD4 is […] (with spare space of […] m² and […]  KW  spare  power)
       while LD5 (with […] m² spare space and […] KW spare power) and LD6 (with […] m² and […] KW) have […]. LD4 hosts […] network providers, the
       public internet exchange LINX and is tethered to […] and […]. LD5 hosts […] network providers and LINX (which is also present in LD6).

   71) The other three Equinix data centres in London are located as follows: LD1 in the City (Moorgate), LD2 in Greater  London  (West  Drayton)
       and LD3 near Park Royal. Each of these data centres generated in 2014 EUR […] million, EUR  […]  million  and  EUR  […]  million  revenues
       respectively. LD1 has […] spare capacity ([…] m² spare space and […] KW spare power) and hosts […] network providers.  LD2  on  the  other
       hand has […] m² spare space and […] KW spare power hosting […] network providers. Finally LD3 disposes of […] m² spare space and […] KW of
       spare power, and hosts […] network providers.

   72) Telecity has seven data centres in London (Lon1, Lon2, Lon3, Lon4, Lon5, Lon7 and Lon10). Five out of these seven data centres are located
       in the Docklands area (which similarly to Slough is an important cluster of well-connected data centres): Lon1  (Bonnington  House),  Lon2
       (8/9 Harbour Exchange), Lon3 (Sovereign House), Lon4 (Meridian Gate) and Lon5 (6/7 Harbour Exchange). Lon7 (Oliver's Yard) is  located  in
       the City while Lon10 (Powergate) in Acton, West London. The Dockland data centres of Telecity  generated  in  2014  revenues  of  EUR  […]
       million (Lon1), EUR […] million (Lon2), EUR […] million (Lon3), EUR […] million (Lon4) and EUR […] million (Lon5). Lon7 and Lon10 reported
       for 2014 revenues of EUR […] million and EUR […] million respectively.

   73) In terms of spare capacity and connectivity, Lon1 has […] m² of spare space and […] KW of spare power and hosts […] network providers  and
       LINX. Lon2 has […] m² of spare space, […] KW of spare power and hosts […] network providers plus LINX. Lon3 disposes of […] m² spare space
       […] spare power; it hosts […] network providers and LINX. Lon4 has […] m² spare space, […] KW of spare power, […]  network  providers  and
       […] (in addition to a fibre tether to […] and […]). Lon5 has […] m² spare space, […] KW of spare power  and  […]  network  providers  plus
       LINX. Lon7 has […] spare space standing at […] m² and […] KW of spare power hosting […] network providers and a fibre tether  to  […]  and
       […]. Finally Lon10 has […] m² of spare space, […] KW of spare power, […] network providers, LINX and a fibre tether to […] and […]. […].

   74) The Parties are strong competitors in London. Each of them controls a portfolio of data centres which  includes  full  data  centres  with
       steady revenue streams, data centres with spare capacity, well-connected data centres  and  attractively  located  data  centres.  Equinix
       controls three data centres in Slough which have strong revenues and considerable spare space and spare power along with its  three  other
       data centres across the metro. Telecity is more focused on the Docklands where it has five data centres  with  spare  capacity  generating
       total revenues of EUR […] million in 2014. Telecity's data centre in Powergate has substantial spare capacity.

   75) In light of the above, the Commission considers that the Parties are today important competitive forces in London.

   76) The Parties' and their main competitors' shares by revenue and by available  capacity  in  relation  to  the  market  for  carrier-neutral
       colocation services in London are illustrated in the below Table 5.

       Table 5: Market shares for market for colocation services by revenue and by available capacity

|                          |2014                  |2015 H1               |End 2015              |End 2015            |
|                          |by revenue            |by revenue            |spare space           |spare power         |
|Equinix                   |[20-30]%              |[20-30]%              |[5-10]%               |[5-10]%             |
|Telecity                  |[10-20]%              |[10-20]%              |[5-10]%               |[5-10]%             |
|Combined                  |[30-40]%              |[30-40]%              |[10-20]%              |[10-20]%            |
|Global Switch             |[10-20]%              |[10-20]%              |[5-10]%               |[0-5]%              |
|Digital Realty            |[10-20]%              |[10-20]%              |[0-5]%                |[0-5]%              |
|Infinity                  |[5-10]%               |[5-10]%               |[10-20]%              |[10-20]%            |
|Century Link              |[5-10]%               |[5-10]%               |[5-10]%               |[5-10]%             |
|KDDI-Telehouse            |[5-10]%               |[0-5]%                |[0-5]%                |[0-5]%              |
|Interxion                 |[0-5]%                |[0-5]%                |[0-5]%                |[0-5]%              |
|NTT/Gyron                 |[0-5]%                |[0-5]%                |[20-30]%              |[20-30]%            |
|Virtus                    |[0-5]%                |[0-5]%                |[10-20]%              |[10-20]%            |
|Colt                      |[0-5]%                |[0-5]%                |[5-10]%               |[5-10]%             |
|Verizon Terremark         |[0-5]%                |[0-5]%                |[0-5]%                |[0-5]%              |
|AT&T                      |[0-5]%                |[0-5]%                |[…]                   |[…]                 |
|Level 3                   |[0-5]%                |[0-5]%                |[…]                   |[…]                 |

       Source: IHS data and Parties' estimates

   77) First, the Proposed Transaction would bring together two large carrier-neutral data centre providers in London.  As  shown  by  the  above
       table, the Parties' combined market share would be of around [30-40]% by revenue, with a significant increment  of  around  [10-20]%.  The
       combined entity will be [considerably larger than] its nearest competitor, Global Switch ([10-20]%), which is a strong wholesale provider,
       with a more limited retail presence. The only other relatively large competitor in the London metro would  be  Digital  Realty  ([10-20]%)
       whose market share by revenue would be approximately [considerably smaller] than the share  of  the  merged  entity.  Furthermore  Digital
       Realty, similarly to Global Switch, is a wholesale provider. A number of other, considerably smaller competitors such  as  Infinity  ([10-
       20]%), Century Link ([5-10]%) and KDDI-Telehouse ([5-10]%) are also active on the market.

   78) The increment brought by the Proposed Transaction in terms of spare capacity is not insignificant and will place the merged entity as  the
       second largest player in London in terms of spare capacity ([10-20]%) behind NTT/Gyron ([20-30]%).

   79) Second, the Parties appear to be close competitors with each other […]. Both Parties promote themselves as  being  carrier-neutral  retail
       data centre providers and compete essentially on this sub-segment of the overall colocation market. Hence they do not compete closely with
       carrier-owned operators such as Colt, Verizon, Level 3 and AT&T. In addition, the analysis of the available bidding  data  by  value  (the
       estimated value of business opportunities for which both Equinix  and  Telecity  competed)  indicates  that  the  most  often  encountered
       competitors by Equinix were […] and […]. In opportunities for which Telecity competed, the most often encountered competitor  by  far  was
       […], followed by […] as the second most encountered competitor.[59] If we analyse the bidding data only by volume (number  of  competitive
       encounters), Equinix was facing each […] and […] in an equal number of bids: […] encounters. Telecity on  the  other  hand  was  competing
       against […] in […] encounters ([…]% of the bids) and against […] in […] encounters ([…]%) and […] in […] encounters ([…]%).

   80) Furthermore, the results of the market investigation show that market players (competitors  and  customers  alike)  identify  Equinix  and
       Telecity as close competitors in London.[60]

   81) Third, the Proposed Transaction would eliminate an important competitive force in London. Telecity has concentrated its activities in  the
       Docklands, where it has five data centres (with a total of […] sq m of spare space and […] KW of spare power) while Equinix is focused  on
       Slough, where it has three data centres (with nearly […] sq m of spare space and […]  KW  of  spare  power).  Both  Parties  are  planning
       expansions in the Docklands and Slough respectively: Telecity will increase its spare capacity in the Docklands with […] sq m in  […]  and
       Equinix will add further […] sq m to its Slough data centres in […]. Hence, the merger  will  bring  together  two  operators  with  well-
       connected data centres with significant spare capacity in the main hubs of the Docklands and Slough thus providing the merged entity  with
       strong presence in both important locations.

   82) In this regard the market investigation provided indications that an important number of customers (though not a  clear  majority)  expect
       the Parties to increase prices for their colocation services post-transaction in London.[61] As a customer noted, a price increase "is the
       likely outcome as the biggest competitor will have been absorbed."[62]

   83) Lastly, barriers to entry on the markets for provision of colocation services are relatively high and it  cannot  be  reasonably  expected
       that any horizontal non-coordinated effects could be mitigated by timely, likely and sufficient entry.

   84) In light of the above, the Commission considers that the Proposed Transaction raises serious doubts  as  to  its  compatibility  with  the
       internal market as regards the market for carrier-neutral colocation services in the London metro area.

4 Market for provision of colocation services in the Frankfurt metro area

1 Notifying Party's View

   85) The Notifying Party submits that the Proposed Transaction will not give rise to competition concerns in the overall colocation  market  in
       the Frankfurt metro area for the following reasons: (i) the merged entity's combined market share for 2015 by revenue (based  entirely  on
       Parties' estimates) will be of [20-30]%; (ii) post-transaction there will remain another leading  player  (NTT/E-shelter)  with  a  market
       share of between [20-30]% and [30-40]%, alongside smaller competitors (Telehouse and Interxion); (iii) the merged entity will account  for
       [10-20]% to [10-20]% of the available spare capacity; (iv) Equinix and Telecity are not each other's closest  competitors;  and,  (v)  the
       Parties do not both operate highly connected data centres with a high number of potential peering counterparties.

   86) In particular, the Notifying Party submits that Equinix competes mainly with […] and less frequently with Telecity, which is only a  small
       competitor in Frankfurt.

   87) Furthermore, the Notifying Party claims that one of Equinix's five data centres in Frankfurt has […]. NTT/E-shelter has the largest amount
       of spare capacity ([30-40]%) and three other competitors have significant spare capacity ([…]).

   88) Moreover the Notifying Party claims that the Parties' levels  of  investments  are  largely  in  line  with  some  of  the  Parties'  main
       competitors, whilst other players are investing much more heavily than the Parties.

   89) In addition, the Notifying Party submits that the Proposed Transaction will not impair the options available to those customers who  value
       and seek highly connected data centres as the data centres with the highest number of potential private peers  (i.e.  the  best  connected
       data centres) are owned by Equinix and Interxion.

   90) Finally, the Notifying Party emphasises the presence of an important number of competitors in Frankfurt and the high level of supply  with
       large amounts of spare space.

2 Commission's assessment

   91) Equinix has four data centres in different locations in Frankfurt (FR1, FR2, FR4 and  FR5).[63]  FR1  (Taubenstrasse)  generated  EUR  […]
       million revenues (2014), has […] m² spare space, […] KW spare power and hosts […] network providers  and  DE-CIX.  FR2  (Kruppstrasse)  is
       Equinix's largest data centre in Frankfurt ([…] m² total space): it generated EUR […] million revenues (2014), has […] m²  spare  capacity
       […] spare power, and hosts […] network providers and DE-CIX. FR4 (Larchenstrasse) generated EUR […] million revenue  (2014),  has  […]  m²
       spare space, […] KW spare power and hosts […] network providers, DE-CIX and NL-IX. FR5 (Kleyerstrasse) generated EUR […] million  revenue,
       has […] m² spare space, […] KW spare power, hosts […] network providers and DE-CIX and tethers to […].

   92) Telecity has 2 data centres in Frankfurt. FRA01 (Gutleutstrasse) generated EUR […] million (2014), has […] m² spare space,  […]  KW  spare
       power, hosts […] network providers and DE-CIX. FRA01 is tethered to FRA02 (Lyoner Strasse) which generated EUR […] million (2014), has […]
       m² spare space, […] KW spare power.

   93) The Parties are strong competitors in Frankfurt. Both Parties have a mix of data centres in  the  Frankfurt  metro,  including  full  data
       centres generating steady revenues (e.g. Equinix's FR2 and Telecity's FRA01), data centres with  spare  capacity  and  spare  power  (e.g.
       Equinix's FR4 and Telecity's FRA02) and well-connected data centres (e.g. Equinix's FR5 and Telecity's FRA01).

   94) In light of the above, the Commission considers that the Parties are today important competitive forces in Frankfurt.

   95) The Parties' and their main competitors' shares by revenue and by available capacity in relation to the market for colocation services  in
       Frankfurt are illustrated in the below Table 6.

   Table 6: Market shares for market for colocation services by revenue and by available capacity

|                        |2014                      |2015 H1                   |End 2015                |End 2015                |
|                        |by revenue                |by revenue                |spare space             |spare power             |
|Equinix                 |[20-30]%                  |[30-40]%                  |[5-10]%                 |[5-10]%                 |
|Telecity                |[5-10]%                   |[5-10]%                   |[5-10]%                 |[5-10]%                 |
|Combined                |[30-40]%                  |[40-50]%                  |[10-20]%                |[10-20]%                |
|NTT (e-shelter)         |[20-30]%                  |[20-30]%                  |[30-40]%                |[20-30]%                |
|Interxion               |[10-20]%                  |[10-20]%                  |[10-20]%                |[10-20]%                |
|KDDI-Telehouse          |[5-10]%                   |[5-10]%                   |[10-20]%                |[10-20]%                |
|Global Switch           |[0-5]%                    |[0-5]%                    |[5-10]%                 |[5-10]%                 |
|AT&T                    |[0-5]%                    |[0-5]%                    |[…]                     |[…]                     |
|Level 3                 |[0-5]%                    |[0-5]%                    |[0-5]%                  |[0-5]%                  |
|Colt                    |[0-5]%                    |[0-5]%                    |[0-5]%                  |[0-5]%                  |
|Itenos (Deutsche        |[…]                       |[…]                       |[5-10]%                 |[5-10]%                 |
|Telekom)                |                          |                          |                        |                        |
|Zenium                  |[…]                       |[…]                       |[0-5]%                  |[10-20]%                |
|BT Group                |[…]                       |[…]                       |[5-10]%                 |[5-10]%                 |
|Wusys Data centre       |[…]                       |[…]                       |[0-5]%                  |[0-5]%                  |
|Verizon Terremark       |[…]                       |[…]                       |[0-5]%                  |[0-5]%                  |
|Others                  |[0-5]%                    |[0-5]%                    |[…]                     |[…]                     |

Source: IHS data and parties estimates

   96) First, the Proposed Transaction would bring together two important carrier-neutral retail data centre providers in Frankfurt. As shown  by
       the above table, the Parties' combined market shares would be around [30-40]% to [40-50]%  by  revenue,  [considerably  larger  than]  the
       market share of the nearest carrier-neutral retail data centre provider (Interxion), which has very well connected data centres and  spare
       capacity. The second largest data centre provider in terms of revenue in the Frankfurt metro would be NTT/e-shelter,  which  traditionally
       focused on wholesale data centre services and recently added retail data centre services to its  offerings.[64]  While  NTT/e-shelter  has
       according to the Notifying Party […] m² spare space in Frankfurt 1, it is  among  the  least  connected  data  centres  in  the  Frankfurt
       metro.[65]

   97) Second, the Parties appear to be close competitors with each other […]. Both Parties promote themselves as  being  carrier-neutral  retail
       data centre providers and compete essentially in this sub-segment of the overall colocation market. Hence they do not compete closely with
       carrier-owned operators such as BT Group, Verizon, Colt, AT&T and Level3. In addition, the analysis of the available bidding data[66]  for
       the period […] by value (the estimated value of business opportunities for which both Equinix and Telecity competed) demonstrates that the
       most often encountered competitors by Equinix in Frankfurt were […]. Opportunities for which Telecity competed the most often  encountered
       […] ([…]%), followed by […] ([…]%).

   98) Moreover, the results of the market investigation show that market players (competitors and customers  alike)  identify  Telecity,  NTT/e-
       shelter and Interxion as close competitors in Frankfurt to Equinix and Equinix as the closest competitor to Telecity.[67]

   99) Third, barriers to entry on the markets for provision of colocation services are relatively high and it cannot be reasonably expected that
       any horizontal non-coordinated effects could be mitigated by timely, likely and sufficient entry.

  100) In light of the above, the Commission considers that the Proposed Transaction raises serious doubts  as  to  its  compatibility  with  the
       internal market as regards the market for carrier-neutral colocation services in the Frankfurt metro area.

5 Market for provision of colocation services in the Paris metro area

1 Notifying Party's View

  101) The Notifying Party submits that the Proposed Transaction will not give rise to competition concerns in the overall colocation  market  in
       the Paris metro area for the following reasons: (i) the merged entity's combined market share for  2015  by  revenue  (based  entirely  on
       Parties' estimates) will be of [20-30]%; (ii) the colocation market in Paris is fragmented and post-transaction there will remain a number
       of competitors with market shares of between [10-20]% and [10-20]% (Global Switch, Digital Realty, Interxion  and  KDDI-Telehouse);  (iii)
       the merged entity will account for [10-20]% to [10-20]% of the available spare capacity; (iv) Equinix and Telecity are  not  each  other's
       closest competitors; and, (v) the Parties do not both operate highly connected data centres  with  a  high  number  of  potential  peering
       counterparties.

  102) In particular, the Notifying Party submits that Equinix competes more frequently with […] than with Telecity, which is only a small player
       in Paris, and that Equinix competes frequently with at least [numerous] other competitors ([…]).

  103) The Notifying Party also claims that at least four other competitors have significant spare capacity (Iliad, KDDI-Telehouse, Global Switch
       and Interxion. In addition, another competitor (Data4) would be planning to add significant capacity by building 13 new data centres.

  104) Moreover the Notifying Party claims that the Parties' levels  of  investments  are  largely  in  line  with  some  of  the  Parties'  main
       competitors, whilst other players are investing much more heavily than the Parties.

  105) Finally, the Notifying Party emphasizes the presence of an important number of competitors in Paris and the  high  level  of  supply  with
       large amounts of spare space.

2 Commission's assessment

  106) Equinix has four data centres in Paris (PA1, PA2, PA3 and PA4). PA2 and PA3 are located in Saint-Denis generating in 2014 revenues of  EUR
       […] million and EUR […] million respectively. PA1 (with 2014 revenue of EUR […] million) is located in Roissy and PA4 (EUR […] million  in
       2014) is located in Pantin. PA1 has […] m² of spare space, […] KW of spare power and hosts […] network providers. PA2 has […] m² of  spare
       space, […] KW of spare power and hosts […] network providers (in addition to being tethered to […] and […]).  PA3  has  […]  m²  of  spare
       space, […] KW of spare power and hosts […] network providers and NL-IX. Finally PA4 has […] m² of spare space, […] KW of spare  power  and
       […] network providers.

  107) Telecity has three data centres in Paris (PAR01, PAR02 and PAR03). PAR01 which reported EUR […] million revenues in 2014  and  PAR03  (EUR
       […] million revenue in 2014) are both located in Aubervilliers while PAR02 (EUR […] million revenue for 2014) is  located  in  Courbevoie.
       PAR01 has […] m² of spare space, […] KW of spare power and hosts […] network providers along with FRANCE-IX (in addition to being tethered
       to […] and […]). PAR02 has […] m² of spare space, […] KW of spare power and hosts […] network providers plus FRANCE-IX. PAR03 has  […]  m²
       of spare space, […] KW of spare power and hosts […] network providers, FRANCE-IX and NL-IX.

  108) The Parties' and their main competitors' shares by revenue and by available capacity in relation to the market for colocation services  in
       Paris are illustrated in the below Table 7.[68]

   Table 7: Market shares for market for colocation services by revenue and by available capacity

|                        |2014                      |2015 H1                   |End 2015                |End 2015                |
|                        |by revenue                |by revenue                |spare space             |spare power             |
|Equinix                 |[10-20]%                  |[10-20]%                  |[10-20]%                |[10-20]%                |
|Telecity                |[10-20]%                  |[10-20]%                  |[5-10]%                 |[0-5]%                  |
|Combined                |[20-30]%                  |[30-40]%                  |[10-20]%                |[20-30]%                |
|Interxion               |[10-20]%                  |[20-30]%                  |[10-20]%                |[10-20]%                |
|Global Switch           |[10-20]%                  |[10-20]%                  |[10-20]%                |[5-10]%                 |
|KDDI-Telehouse          |[10-20]%                  |[10-20]%                  |[20-30]%                |[10-20]%                |
|Digital Realty          |[5-10]%                   |[5-10]%                   |[0-5]%                  |[0-5]%                  |
|NTT                     |[0-5]%                    |[0-5]%                    |[…]                     |[…]                     |
|Others                  |[0-5]%                    |[0-5]%                    |[…]                     |[…]                     |

Source: IHS data and Parties estimates

  109) As shown by the above table, the Parties' combined market shares would be around [30-40]% by revenue, the […] among the four  metropolitan
       areas considered.

  110) First, the Proposed Transaction would bring together the current […] and  […]  providers  in  terms  of  market  shares  in  Paris.  Post-
       transaction, there will still be very strong suppliers active in the market, with spare capacity including Interxion ([20-30]%) and  KDDI-
       Telehouse ([10-20]%).

  111) Interxion has seven data centres in Paris, all of which are tethered to each other.[69] Interxion is building a new  data  centre  in  the
       south of Paris, which will add an additional 2 000 m² to its current […] m² of spare space.[70]

  112) KDDI-Telehouse is a very strong competitor in Paris, having very good connectivity  and  the  largest  amount  of  spare  capacity.  KDDI-
       Telehouse has three data centres in Paris: KDDI-Telehouse 2 is a very well connected data centre with 192 PPPs, more than twice as many as
       Equinix 2.[71] KDDI-Telehouse has a total of […] m² of spare capacity and […] KW of spare power in Paris.

  113) Global Switch, which also has a sizeable market share ([10-20]%) is wholesaler and it is competing to lesser extent with the Parties  than
       other retailers.

  114) As regards closeness between the Parties, the data on business opportunities for which the Parties competed indicate that the  most  often
       encountered competitor by Equinix in Paris is […] ([…]%) while […] comes second ([…]%). Opportunities for which Telecity competed the most
       often encountered […] ([…]%), the other most encountered competitor was […] ([…]%).

  115) Second, the expected addition of significant capacity by competitors may make price increases by the merged entity less likely.  Data4  is
       projected to build 13 new data centres (connected with over 40 network providers), adding 35 200 m² of capacity ([…]) in  Marcoussis  2015
       onwards.[72]

  116) In light of the above, the Commission considers that the Proposed Transaction does not raise serious doubts as to its  compatibility  with
       the internal market as regards the market for colocation services in the Paris metro area.

6 Network effects

  117) The Horizontal Merger Guidelines include network effects among the factors that may make entry  unprofitable.[73]  Network  effects  arise
       when the value of a product/service to its users increases with the number of other users  of  the  product/service.[74]  As  regards  the
       Proposed Transaction, network effects could be experienced in three different ways: i) in relation to data centre  customers  in  general,
       ii) with respect to data centre customers who are network providers and, iii) as regards the  global  or  pan-European  footprint  of  the
       merged entity.

1 Network effects in relation to established customers

  118) Certain data centre customers that are perceived by other potential customers as  important  may  attract  new  customers  to  these  data
       centres. For example, the presence of cloud customers in a data centre may be an important factor in attracting enterprise customers  that
       seek connectivity to such cloud customers (cloud service providers).

  119) The Notifying Party argues that the proposed merger will not significantly impede effective competition  in  relation  to  cloud  services
       providers ("CSP"), identified as […],[75] […].[76] Moreover, a significant share of the Parties' new  contracts  for  colocation  services
       comes from existing customers.[77]

  120) The Commission notes that several respondents to the market investigation considered important the fact that a data centre  hosts  certain
       type of customers, such as big cloud service providers, for attracting more customers. A number of  customers  responding  to  the  market
       investigation also found important or critical that a given data centre provider already hosts a number of large  content/cloud  providers
       in influencing the customer's choice of a data centre provider. Some of the reasons given by  the  respondents  were  that  the  community
       available in the data centre is an important parameter, as is the available connectivity to leading cloud service providers.

  121) In view of these findings, the Commission considers that network effects arising from established customer relationships may play  a  role
       in deterring or making entry in colocation markets more difficult. These network effects could  compound  the  horizontal  non-coordinated
       effects identified in the markets for colocation services in the Amsterdam, London and  Frankfurt  metros.  However,  as  the  commitments
       proposed by the Notifying Party address the serious doubts that the proposed transaction  raises  as  regards  these  three  markets,  the
       Commission considers that this would be sufficient to also alleviate any possible impact  of  network  effects  arising  from  the  merged
       entity's established customer base.

2 Network effects in relation to network providers

  122) Network effects may also arise in relation to highly-connected data centres, as attracting a high number  of  network  providers  requires
       time and effort.[78] Network providers tend to seek colocation in facilities with a  strong  customer  base  (hence  with  more  potential
       clients) and these customers (for example content, cloud or enterprise providers) seek colocation in facilities with a high, or  at  least
       sufficient, number of network providers. […].[79]

  123) The market investigation revealed that most data centre customers  consider  a  data  centre's  connectivity  offering  to  be  important.
       Respondents to the market investigation reported that being able to offer a minimum number of interconnections (to network  providers  and
       public Internet exchanges) is an essential part in order to compete effectively in the market for the provision of data  centre  services.
       While most respondents answered that the presence of one public Internet exchange and between four and  ten  network  providers  would  be
       sufficient to compete effectively in the market, some respondents pointed at a higher number of network providers (more than ten)  as  the
       minimum number needed to compete effectively.[80]

  124) In view of the results of the market investigation, the Commission considers that, even though data centre customers  may  have  different
       connectivity needs and some may place more value in having a highly-connected data centre, connectivity  remains  one  of  characteristics
       that customers value when choosing a data centre providers.

  125) In view of these findings, the Commission considers that existing network effects may represent a barrier to entry in colocation  markets.
       These network effects could compound the horizontal non-coordinated effects identified in the  markets  for  colocation  services  in  the
       Amsterdam, London and Frankfurt metros. However, as the commitments proposed by the Notifying Party address the serious  doubts  that  the
       proposed transaction raises as regards these three markets the Commission considers that this would be sufficient to  also  alleviate  any
       possible impact of network effects related to highly-connected data centres.

3 Network effects in relation to the global footprint of the merged entity

  126) A third type of network effects may arise from the merged entity's international footprint, which may be attractive for certain  types  of
       customers, in particular large content or cloud service providers. Some of these customers seeking  colocation  in  several  metro  areas,
       countries or regions, may already have a customer relationship with Equinix in the United States, which adds  to  the  fact  that  Equinix
       would be in a position to fulfil their request for colocation services in several metro areas in Europe.  The  Proposed  Transaction  will
       further expand Equinix's international presence, by adding a number of metro areas in Europe. The Notifying Party  submits  that,  despite
       Equinix offering certain advantages to customers such as dealing with a single, global point of contact, concluding master  agreements  or
       offering pre-agreed rates or quantity discounts, global customers would nevertheless typically hold a competitive selection process at the
       local level in each of the metros in which they seek deployments.[81]

  127) A majority of the respondents (including both competitors and customers) to the market investigation considered "critical" or  "important"
       that a data centre provider can offer its services in more than one metro area within the EEA in  influencing  the  customer's  choice  of
       provider. However, several respondents also mentioned that they make their purchasing decisions on a metro-by-metro  basis  and  that  the
       fact that a provider has an EEA-wide or even global scale is not a particularly relevant  criterion  for  their  selection  of  colocation
       service provider.

  128) Moreover, Equinix is already present today in the key metros in the EEA and the Proposed Transaction  would  only  expand  its  geographic
       footprint in non-key metros, such as Stockholm, Warsaw and Helsinki.

  129) In addition, a number of other providers of colocation services have a European or global footprint, namely Digital Realty,  NTT,  century
       Link, KDDI-Telehouse, all of which have presence in Europe, North America and Asia-Pacific.

  130) In light of these findings, the Commission notes that it is unlikely that possible network effects arising from the merged entity's global
       footprint confer any merger-specific significant competitive advantage to the merged entity vis-à-vis its competitors.

7 Conglomerate effects

  131) Public Internet exchanges play an important role in the provision of wholesale Internet connectivity  (in  conjunction  with  transit  and
       private peering). An Internet Exchange ("IXP") offers connectivity to its customers through its points of presence, most of which it seeks
       to deploy in data centres as this is where the potential customers of IXPs are located. Being present  in  carrier-neutral  data  centres,
       where the potential IXP customers are located, is inherent to the IXPs' business model.[82]

  132) According to the Non-horizontal Merger Guidelines, conglomerate mergers are mergers between firms that  are  in  a  relationship  that  is
       neither purely horizontal nor vertical.[83] While the relationship  between  the  Parties  with  respect  to  colocation  markets  can  be
       considered horizontal, the relationship between the Parties' colocation operations and Equinix's role as a provider of  Internet  Exchange
       services,[84] as it currently does in France, may be considered a conglomerate merger under  the  meaning  of  the  Non-Horizontal  Merger
       Guidelines.[85]

  133) The Notifying Party submits that first Equinix […],[86] second that […], and third that Equinix […].[87]

  134) The Commission considers that, post-merger, Equinix may have an increased ability, as a  supplier  of  colocation  services  in  its  data
       centres, to accept or reject potential customers in each data centre, including Internet Exchange Points.[88] The merged entity  may  also
       have the ability to offer its own Internet Exchange solution to its customers (located in the same data centre or in other data centres of
       the merged entity, connected through a fibre tether). The merged entity could also try to force its  own  Internet  Exchange  solution  by
       tying Internet exchange and colocation services or by bundling them at advantageous terms  to  the  customer,  for  example,  by  offering
       Internet Exchange services for free for a certain period of time.

  135) It is, however, unclear whether the merged entity would have the incentive to engage in any such conduct  as  it  would  entail  foregoing
       significant current and future revenues from IXPs in exchange for uncertain future  revenues  from  the  provision  of  its  own  Internet
       Exchange solutions. Moreover, short of a total foreclosure of competing IXPs, the merged entity, if it wanted to compete with them,  would
       have to do so by offering very low prices as currently existing IXPs provide peering services at cost or with very low profit margins.  It
       is therefore unclear whether any such foreclosure strategy would be profitable. In addition, the Commission also considers that the merged
       entity would also suffer significant reputational damage if it were to engage in foreclosure of existing IXPs, as  these  IXPs  often  are
       owned by, or have strong links, with some of the merged entity's largest customers, such as […].

  136) The Commission considers that the merged entity’s increased market  share  in  colocation  services  post-merger  (in  Amsterdam,  London,
       Frankfurt) could increase its ability to engage in foreclosure practices and thus a potential refusal of supply would have a  much  larger
       impact on Internet Exchange points than it would be the case absent the merger.[89]

  137) The Commission considers that the merged entity's potential strategy of bundling colocation and Internet Exchange services could result in
       weakening of established IXPs, which would find difficulties in reaching customers if access  to  the  merged  entity's  data  centres  is
       refused or offered at disadvantageous terms. It is although unclear what will be the likely impact  of  such  potential  strategy  on  the
       colocation customers of the merged entity in terms of quality and pricing. On the other hand, if, post transaction, Equinix were to launch
       its own private Internet exchange in one or more of Amsterdam, London or Frankfurt, as it has already done in the  United  States  and  in
       Paris, the Proposed Transaction may have a procompetitive effects as it would bring competition to the existing exchanges,  which,  today,
       essentially face no competition in any of these metros.

  138) In any event, the Commission considers that the remedies  offered  by  the  Parties  significantly  reduce  any  possible  merger-specific
       increased ability on the part of the merged entity to partially or fully foreclose IXPs.

8 PROPOSED REMEDIES

  139) In order to render the Proposed Transaction compatible with the internal market, the Notifying Party submitted commitments  under  Article
       6(2) of the Merger regulation on 22 October 2015 (the "Proposed Commitments" or "Initial  Commitments").  These  commitments  were  market
       tested by the Commission. Following certain modifications, a final set of commitments was  submitted  on  12  November  2015  (the  "Final
       Commitments"). These Final Commitments are annexed to this decision and form an integral part thereof.

1 Proposed Commitments

  140) The Proposed Commitments consist of the divestiture of a number of data centres in each of the metro areas where competition concerns were
       identified: Amsterdam (3 data centres to be divested), London (also 3 data centres) and Frankfurt (1 data centre).

  141) In Amsterdam, the Notifying Party proposes to divest three out of the seven Telecity's data centres, namely AMS03  (located  in  the  West
       Harbour area) and AMS04 and AMS06 (both located in the Amstel Business Park). The combined revenue generated by these 3  data  centres  in
       2014 amounts to EUR […] million.

  142) In London, out of Telecity's seven data centres three are to be divested as part of the Proposed Commitments: Lon1 Bonnington House,  Lon3
       Sovereign House (both located in the Docklands area) and Lon7 Oliver's Yard  (located  in  the  City  of  London).  The  combined  revenue
       generated by these 3 data centres in 2014 amounts to nearly EUR […] million.

  143) In Frankfurt under the Proposed Commitments one of the two Telecity's data centres will be divested:  FRA2  (located  at  Lyoner  Strasse)
       with EUR […] million of revenues generated in 2014.

       Table 8: 2014 Revenues and spare capacity (including possible expansions) per proposed for divestment data centres

|                        |2014 Revenues         |Spare Space        |Spare Power (KW)   |Expansion Potential              |
|                        |(mln EUR)             |(sq m)             |                   |                                 |
|AMSTERDAM                                                                                                                |
|AMS03                   |[…]                   |[…]                |[…]                |[…]                              |
|West Harbour            |                      |                   |                   |                                 |
|AMS04                   |[…]                   |[…]                |[…]                |[…]                              |
|Amstel Park             |                      |                   |                   |                                 |
|AMS06                                                                                                                    |
|Amstel Park                                                                                                              |
|Lon1                    |[…]                   |[…]                |[…]                |[…]                              |
|Bonnington              |                      |                   |                   |                                 |
|Lon3                    |[…]                   |[…]                |[…]                |[…]                              |
|Sovereign House         |                      |                   |                   |                                 |
|Lon7                    |[…]                   |[…]                |[…]                |[…]                              |
|Oliver's Yard           |                      |                   |                   |                                 |
|FRANKFURT                                                                                                                |
|FRA2                    |[…]                   |[…]                |[…]                |[…]                              |
|Lyoner Str.             |                      |                   |                   |                                 |

  144) Each of the Divestment packages offered in the respective metro area  includes  readily  available  spare  capacity  and,  […],  important
       expansion potential of adding further capacity. In terms of connectivity, almost all data centres proposed for divestment benefit from the
       presence of IXPs and of a number of network providers (thus offering various opportunities  to  the  relevant  customers  for  public  and
       private peering). In addition, in order to improve their level of connectivity most of the data centres  that  constitute  the  Divestment
       packages are connected via fibre cables with one another or with the other Telecity data centres that  will  be  retained  by  the  merged
       entity post-transaction.

       Table 9: Connectivity of the proposed for divestment data centres

|                      |IXP presence   |Network        |PPPs           |Fibre tether to                                |
|                      |               |providers      |               |                                               |
|AMSTERDAM                                                                                                              |
|AMS03                 |NL-IX          |[…]            |26             |[…]                                            |
|West Harbour          |               |               |               |                                               |
|AMS04                 |AMS-IX         |[…]            |24             |[…]                                            |
|Amstel Park           |               |               |               |                                               |
|AMS06                 |-              |[…]            |-              |[…]                                            |
|Amstel Park           |               |               |               |                                               |
|LONDON                                                                                                                 |
|Lon1                  |LINX           |[…]            |18             |Lon3 Sovereign House and Lon4 Meridian Gate    |
|Bonnington            |               |               |               |                                               |
|Lon3                  |LINX           |[…]            |100            |Lon1, Lon7, Telecity's data centres Meridian   |
|Sovereign House       |               |               |               |Gate, […]                                      |
|Lon7                  |-              |[…]            |-              |Lon3 […]                                       |
|Oliver's Yard         |               |               |               |                                               |
|FRANKFURT                                                                                                              |
|FRA2                  |no             |[…]            |13             |[…]                                            |
|Lyoner Str.           |               |               |               |                                               |

  145) The Proposed Commitments include tangible (such as power and cooling installations and other types of  equipment)  and  intangible  assets
       (leases, customers and suppliers contracts, permits and authorisations, including for the potential/planned capacity expansions)  as  well
       as the personnel in each of the divested data centres.

2 Results from the market test of the Proposed Commitments

  146) As regards the viability of each of the Divestment Businesses in the three metro areas the results of the market test  indicate  that  all
       data centres that constitute a package within a given metro should be sold to one  purchaser.[90]  Respondents  have  explained  that  one
       single purchaser should acquire all the assets in the given metro especially in view of preserving the existing fibre connections  between
       the divested data centres. These fibre connections are essential for ensuring a good level of connectivity for each of the  divested  data
       centres. In addition a respondent points to the significant economy-of-scale that a datacentre operator would benefit  from  by  operating
       multiple datacentre locations on one campus site.

  147) The majority of respondents to the market test consider that the proposed commitments will ensure that post-transaction there would remain
       sufficient competition in the provision of colocation services in Amsterdam, London and Frankfurt[91].  However  a  number  of  weaknesses
       relating to certain aspects of the divestment packages in Amsterdam and London were flagged by some respondents.

       Amsterdam Divestment Business

  148) The majority of respondents consider that the data centres proposed in Amsterdam as a package appear to be sufficient in terms of revenues
       and spare capacity (including the expansion potential  in  some  of  the  sites)  to  enable  the  purchaser  to  compete  effectively  in
       Amsterdam.[92] However some respondents expressed concerns regarding the level of connectivity[93] and the location of the  proposed  data
       centres. None of the proposed data centres in Amsterdam is highly-connected (according to one respondent the other Telecity  data  centres
       AMS1, AMS2 and AMS5 are much better connected than the ones proposed in the package) or located in South East or Science  Park  which  are
       perceived as the main connectivity hubs in Amsterdam (AMS3 in West Harbour in particular is rather isolated and far from these two  hubs).
       According to some respondents, AMS3 is a rather old facility and may struggle to win new business  in  such  an  advanced  market  as  the
       Amsterdam one.[94]

       London Divestment Business

  149) As regards the geographic location of the London Divestment Business the large majority of respondents to the market  test  consider  that
       the location of the data centres in the package is good enough to allow the purchaser to compete  effectively  on  the  London  colocation
       market.[95] Respondents explain that all the proposed data centres have central location, and  two  of  them  in  particular  are  in  the
       Docklands, which alongside Slough is one of the main London connectivity hubs. Most respondents consider that the level of connectivity of
       the sites is sufficient to ensure the viability and competitiveness of the London Divestments.[96]

  150) Some respondents however share the view that the size of the London Divestment package is suboptimal and it should be  increased  both  in
       terms of existing established customer base and in terms of spare capacity and expansion potential. As one respondent explains the  sites,
       even collectively, are not sufficient to compete in the London market.[97]

       Frankfurt Divestment Business

  151) Most respondents consider the location of the FRA2 data centre to be good enough to enable the purchaser to  compete  effectively[98]  but
       according to some market participants it is a relatively small data centre that is not so well connected, lacks IXP  presence  and  has  a
       relatively low number of carriers.

  152) As regards the level of connectivity for the proposed divestments in each of the three metros, most respondents consider that in order  to
       guarantee the viability and competitiveness of each of  the  packages  by  ensuring  sufficient  connectivity  the  existing  fibre  optic
       connections on one hand between the divested data centres themselves and on the other hand between the divested data centres and the  ones
       retained by the merged entity post-transaction should be preserved.[99] Respondents explain that  connectivity  between  data  centres  is
       critical for current and potential customers who may need to access services or peering parties located in other data centre locations via
       the fibre tether in a cost effective way.

  153) The results of the market test also confirmed that it is mandatory to roll-over to the purchaser the existing  agreements  with  suppliers
       such as providers of power, of security and maintenance as well as all existing lease agreements with landlords  or  owners  of  the  data
       centre premises (where relevant) in order to ensure stable and smooth continuity of the colocation services provided in the divested  data
       centres.[100]

  154) As regards the transfer of existing agreements with customers (including the relevant proportion of the customer contracts  that  will  be
       shared between the purchaser and the merged entity post-transaction) most respondents consider  it  essential  that  these  contracts  are
       rolled-over to the purchaser as they are the core of the business and the basis of the revenue  stream  for  each  of  the  divested  data
       centres.[101]

  155) The majority of the respondents to the market test found that under the Proposed Commitments all necessary categories of personnel that is
       needed to ensure the viability and competitiveness of the divestments going forward (such as data centre  managers,  facilities  managers,
       customer service engineers and data support administrators) will be transferred with the divested data centres.[102]

  156) The overwhelming majority of respondents to the market test support the view that in order to run effectively the divested data centres in
       each of the three metro areas as a viable and competitive force […].[103]

3 Final Commitments

  157) Following the communication to the Notifying Party of the results of the market test and  especially  the  shortcomings  flagged  by  some
       respondents, the Notifying Party submitted an improved and final set of commitments, which contain the following assets: 2 data centres in
       Amsterdam, 5 data centres in London and 1 data centre in Frankfurt.

  158) In Amsterdam, the Notifying Party commits to divest two Telecity's data centres, namely AMS1 located in Science Park and AMS4  located  in
       the Amstel Business Park. The combined revenue generated by these 2 data centres in 2014 amounts to EUR […] million.

  159) In London, The Notifying Party commits to divest a total of five data centres: four  out  of  the  Telecity's  seven  data  centres:  Lon1
       Bonnington House, Lon3 Sovereign House, Lon4 Meridian Gate (all of them located in the Docklands area), Lon7 Oliver's Yard (located in the
       City of London) and Equinix's LD2 West Drayton. The combined revenue generated by these 5 data centres in 2014 amounts to EUR […] million.

  160) In Frankfurt under the Final Commitments one of the two Telecity's data centres will be divested: FRA2 (located at  Lyoner  Strasse)  with
       EUR […] million of revenues generated in 2014.

   Table 10: 2014 Revenues and spare capacity (including expansion potential) per data centre

|                        |2014 Revenues         |Spare Space        |Spare Power (KW)   |Expansion Potential              |
|                        |(mln EUR)             |(sq m)             |                   |                                 |
|AMSTERDAM                                                                                                                |
|AMS01                   |[…]                   |[…]                |[…]                |[…]                              |
|Science Park            |                      |                   |                   |                                 |
|AMS04                   |[…]                   |[…]                |[…]                |[…]                              |
|Amstel Park             |                      |                   |                   |                                 |
|TOTAL:                  |[…]                   |[…]                |[…]                |[…]                              |
|LONDON                                                                                                                   |
|Lon1                    |[…]                   |[…]                |[…]                |[…]                              |
|Bonnington              |                      |                   |                   |                                 |
|Lon3                    |[…]                   |[…]                |[…]                |[…]                              |
|Sovereign House         |                      |                   |                   |                                 |
|Lon4 Meridian Gate      |[…]                   |[…]                |[…]                |[…]                              |
|Lon7                    |[…]                   |[…]                |[…]                |[…]                              |
|Oliver's Yard           |                      |                   |                   |                                 |
|LD2 West Drayton        |[…]                   |[…]                |[…]                |[…]                              |
|TOTAL:                  |[…]                   |[…]                |[…]                |[…]                              |
|FRANKFURT                                                                                                                |
|FRA2                    |[…]                   |[…]                |[…]                |[…]                              |
|Lyoner Str.             |                      |                   |                   |                                 |

  161) The Notifying Party commits to divest each metro package to a purchaser in full. Each metro package can be sold to different purchasers or
       more than one metro package can be sold to the same purchaser.

  162) Under the Final Commitments […].

  163) The divested businesses include the assets and personnel that contribute to  the  current  operation  and  are  necessary  to  ensure  the
       viability and the competitiveness of the divested businesses, in particular:

       a. all tangible assets;

       b. all licences, permits and authorisations issued by any governmental organisation for the benefit of the divestment businesses;

       c. all contracts, leases commitments and customer orders of the Divestment Businesses;

       d. any contracts relating to the construction and development of the expansions to the relevant sites of the Divestment Businesses;

       e. the network equipment required to provide inter-site connectivity between the divested data centres as well as  between  the  divested
          centres and the ones retained by the merged entity post-transaction;

       f. all site-specific customers and suppliers contracts; and

       g. the benefit of the relevant portions of any customer or supply contracts that are shared between the divested  data  centres  and  the
          retained ones.

  164) The benefit of the relevant portions of fibre optic leases to connect the relevant network equipment  will  also  be  transferred  to  the
       purchaser.

   Table 11: Connectivity of the divested under the Final Commitments data centres

|                      |IXP presence   |Network        |PPPs           |Fibre tether to                                |
|                      |               |providers      |               |                                               |
|AMSTERDAM                                                                                                              |
|AMS01                 |NL-IX          |[…]            |72             |SARA/Vancis and NIKHEF's data centres, […]     |
|Science Park          |               |               |               |                                               |
|AMS04                 |AMS-IX         |[…]            |24             |[…]                                            |
|Amstel Park           |               |               |               |                                               |
|LONDON                                                                                                                 |
|Lon1                  |LINX           |[…]            |18             |Lon3 Sovereign House and Lon4 Meridian Gate    |
|Bonnington            |               |               |               |                                               |
|Lon3                  |LINX           |[…]            |100            |Lon1, Lon7, Telecity's data centres Meridian   |
|Sovereign House       |               |               |               |Gate, […]                                      |
|Lon4 Meridian Gate    |[…]            |[…]            |49             |Telecity's Lon3 Sovereign House, Lon1          |
|                      |               |               |               |Bonnington, […]                                |
|Lon7                  |-              |[…]            |-              |Lon3 […]                                       |
|Oliver's Yard         |               |               |               |                                               |
|LD2 West Drayton      |-              |[…]            |9              |[…]                                            |
|FRANKFURT                                                                                                              |
|FRA2                  |no             |[…]            |13             |[…]                                            |
|Lyoner Str.           |               |               |               |                                               |

  165) In order to maintain the structural effect of the Final Commitments, the Notifying Party shall, for a period of 10  years  after  Closing,
       not acquire, whether directly or indirectly, the possibility the possibility of exercising influence (as defined in paragraph  43  of  the
       Remedies Notice, footnote 3) over the whole or part of the Divestment Businesses, unless, following the submission of a  reasoned  request
       from the Parties showing good cause and accompanied by a report from the  Monitoring  Trustee  (as  provided  in  paragraph  44  of  these
       Commitments), the Commission finds that the structure of the market has changed to such an extent that the absence of influence  over  the
       Divestment Businesses is no longer necessary to render the proposed concentration compatible with the internal market.

4 The Commission's Assessment

1  Analytical framework

  166) According to the Commission's notice on remedies acceptable under Council Regulation (EC) No 139/2004 and under Commission Regulation (EC)
       No 802/2004 (the "Remedies Notice"), where a concentration raises serious doubts as to its compatibility with  the  internal  market,  the
       parties may undertake to modify the concentration so as to resolve the competition concerns identified by the Commission and thereby  gain
       clearance of their merger.[104]

  167) It is for the parties to the concentration to put forward commitments.[105] The Commission only has power to accept commitments  that  are
       deemed capable of rendering the concentration compatible with the internal market.[106] In Phase I, commitments can only be accepted where
       the competition problem is readily  identifiable  and  can  easily  be  remedied.  The  competition  problem  therefore  needs  to  be  so
       straightforward and the remedies so clear-cut that it is not necessary to enter into an in-depth investigation and  that  the  commitments
       are sufficient to clearly rule out serious doubts within the meaning of Article 6(1)(c) of the Merger  Regulation.  Where  the  assessment
       indicates that the proposed commitments remove the grounds for serious doubts on this basis, the Commission clears  the  merger  in  Phase
       I.[107]

  168) As concerns the form of acceptable commitments, the Merger Regulation leaves discretion to the Commission as long as the commitments  meet
       the requisite standard.[108] Structural commitments will meet the conditions set out above only in so far as the  Commission  is  able  to
       conclude with the requisite degree of certainty that it will be possible to implement them and  that  it  will  be  likely  that  the  new
       commercial structures resulting from them will be sufficiently workable and lasting to ensure that the significant impediment to effective
       competition will not materialise.[109]

  169) Divestiture commitments are generally the best way to eliminate competition concerns resulting from horizontal overlaps.[110]

  170) The divested activities must consist of a viable business that, if operated by a suitable purchaser,  can  compete  effectively  with  the
       merged entity on a lasting basis and that is divested as a going concern. The business must include all the assets which contribute to its
       current operation or which are necessary to ensure its viability and competitiveness and all personnel which  are  currently  employed  or
       which are necessary to ensure the business' viability and competitiveness.[111]

  171) It is against this background that the Commission analysed the proposed Commitments in this case.

2 Assessment of the Final Commitments

  172) In this case, the Commission considers that the Final Commitments offered by the Notifying Party on 12 November  2015  are  sufficient  to
       remove the serious doubts regarding the compatibility of the proposed transaction with the internal market  as  regards  the  markets  for
       provision of colocation services in Amsterdam, London and Frankfurt.

  173) The Commission notes that the ability of data centre services providers to compete effectively on the market and to attract new  customers
       depends on several factors: availability of spare capacity to sell to potential customers  or  to  accommodate  expansion  needs  of  pre-
       existing customers, attractive location and good connectivity of the data centre with available space.

  174) In Amsterdam, the Divestment Business includes the AMS1 site, which is  a  highly  connected  data  centre,  hosting  NL-IX,  […]  network
       providers, offering 72 PPPs and enjoying a fibre connection to the nearby highly connected SARA/Vancis (AMS-IX, 99 PPPs) and NIKHEF's (AMS-
       IX, NL-IX, 138 PPPs) data centres. […] of spare capacity ([…] sq m of spare space and […] KW of spare power) will become available in AMS1
       data centre in 2016 under the ongoing expansion of the data centre. This will enable the purchaser to compete via a  very  well-connected,
       modern and attractively located (Science Park is one of Amsterdam's connectivity hubs) data centre. In addition the AMS4 site, located  in
       Amstel Park[112], also has important expansion potential of adding additional […] sq m of spare space within a relatively short period  of
       time.[113] AMS4 also has a good level of connectivity thanks to the presence of AMS-IX, […] network providers, 24 PPPs and fibre tether to
       […].

  175) The Amsterdam Divestment Business therefore represents a package with very good  balance  of  location,  spare  capacity  with  scope  for
       strategic expansion, revenue and strong connectivity. […].

  176) In London, the Divestment Business consists of a total of five data centre facilities, three of which are located in the Docklands, one of
       London’s main  connectivity  hubs  where  entry  and  expansion  has  traditionally  been  very  challenging.  These  three  data  centres
       (Lon1Bonnington, Lon3 Sovereign House and Lon4 Meridian Gate) are very well connected: Lon1 and Lon3 benefit from the presence of LINX and
       of […] and […] network operators and 100 and 49 PPPs respectively. The connectivity of Lon4 is ensured by the existing  fibre  links  with
       […]. The Lon1 Bonnington data centre has very important and highly valued capacity for expansion with additional […] sq m of space and […]
       KW of power. The Bonnington expansion will be one of the only two new purpose-built data centres in the Docklands and will create a highly
       attractive data centre campus.

  177) Lon7 Oliver's Yard, located in the City of London, currently having some readily available spare  capacity,  can  also  be  expanded  with
       additional […] sq m of space and […] KW of power. Its connectivity is ensured by a fibre connection to […].

  178) The London Divestment Business therefore constitutes a package with substantial spare capacity and  expansion  potential,  strong  revenue
       stream, excellent connectivity and in particular the possibility of introducing a new competitor to the Docklands  area,  where  the  main
       competitors are Telecity and KDDI-Telehouse. […].

  179) In Frankfurt, Telecity's FRA2 data centre, located in the  centre  of  the  Frankfurt  metro  in  close  proximity  to  the  carrier-dense
       Kleyerstrasse hub, will be divested. FRA2's connectivity is ensured by the presence of […] network providers and 13 PPPs. In addition FRA2
       is connected via a fibre tether to […]. The Frankfurt Divestment Business has substantial spare capacity of […] sq m of  spare  space  and
       […] KW of spare power.

  180) The Frankfurt Divestment Business is an asset with important revenue, good connectivity and substantial spare space that […].

  181) Furthermore, the Notifying Party committed to provide the purchaser with all the relevant site-specific contracts  including  the  current
       supply and customer contracts in order to ensure the viability and competitiveness of  the  Divestment  Businesses.  The  Notifying  Party
       committed to implement the Amsterdam and Frankfurt Divestment Businesses by way  of  statutory  demerger  unless  the  purchaser  requests
       otherwise. The statutory demerged will eliminate the need of obtaining any necessary third party consents in relation to the  transfer  of
       Amsterdam and Frankfurt site-specific contracts, including customer contracts and lease agreements,  to  the  purchaser.  For  the  London
       Divestment Business, the Notifying Party has committed to implement the divestment by way of share sale which would enable  the  automatic
       transfer of the majority[114] of the site-specific contracts to the purchaser in London as well.

  182) In this regard, the Notifying Party also commits to transfer any contracts relating to the construction and  development  of  the  ongoing
       expansions of the relevant data centres in the Amsterdam and London Divestment Businesses.

  183) As regards ensuring good level of connectivity of the Divestment Businesses in the  three  metros,  the  existing  fibre  connections,  in
       particular between the divested and the retained by the merged entity data centres, will be maintained in order to ensure that each of the
       Divestment Businesses will continue to benefit from a high level of connectivity. The benefit of the relevant portion of the  fibre  optic
       leases that connect the data centres will be transferred to the purchaser on substantially the same key terms which currently  prevail  in
       respect of the Amsterdam, London and Frankfurt Divestment Businesses respectively.

  184) Furthermore, as regards network effects in relation to established customers and to network providers the Commission notes  that  each  of
       the Amsterdam, London and Frankfurt Divestment Businesses will be transferred to the purchaser with the established customer base  in  the
       respective data centres included in the metro packages. Although the customer mix varies across the different data centres facilities  the
       customer base in each of the divested data centres features network customers, content and digital media and cloud and IT customers  which
       are among those types of customers that are important for attracting other customers.

  185) In Amsterdam AMS1 has […] and AMS4 benefits from the presence of […].

  186) The data centres constituting the London Divestment Business also have a mix of customers that include network, cloud  and  digital  media
       customers. For Lon1: […]; Lon3: […]; Lon4: […]; Lon7 […] and LD2 […].

  187) The data centre which will be part of the Frankfurt Divestment Business benefits from an established customer base of […], […] and […].

  188) Carving out the Divestment Businesses from the increment brought by the proposed transaction will significantly limit the possible network
       effects related to the addition of the Telecity's data centres in the three metros  to  the  merged  entity's  portfolio.  The  Commission
       therefore considers that the Final Commitments also alleviate the possible impact of network effects related to established customers  and
       connectivity.

  189) As regards conglomerate effects, the Commission notes that the elimination of a significant part of the market share increment will on the
       one hand, significantly contain the market power of the Parties post-transaction and, on the other hand, will prevent  the  merged  entity
       from foreclosing the IXPs' access to the customer base in the divested data centres. AMS-IX has a point of  presence  in  AMS4,  NL-IX  is
       present in AMS1 and LINX is established in Lon1 and Lon3. Via the existing fibre connections between data centres, which will be preserved
       following the Amsterdam, London and Frankfurt Divestments, the IXPs will have access, via the fibre tether, also to customers in the other
       divested data centres, where they are not currently present, as well as to the customers in some of the retained by the merged entity data
       centres.

  190) The Commission therefore considers that the proposed transaction, as amended by the Final Commitments, is unlikely to result  in  customer
       foreclosure against the IXPs.

3 Conclusion

  191) For the reasons outlined above, the Final Commitments entered into by the Notifying Party are sufficient to eliminate the  serious  doubts
       as to the compatibility of the Proposed Transaction with the internal market.

       CONDITIONS AND OBLIGATIONS

  192) Under the first sentence of the second subparagraph of Article 6(2) of the Merger Regulation, the Commission may attach  to  its  decision
       conditions and obligations intended to ensure that the undertakings concerned comply with the commitments they have entered into vis-à-vis
       the Commission with a view to rendering the concentration compatible with the internal market.

  193) The fulfilment of the measure that gives rise to the change of the market is  a  condition,  whereas  the  implementing  steps  which  are
       necessary to achieve this result are generally obligations on the parties. Where a condition is not fulfilled, the  Commission's  decision
       declaring the concentration compatible with the internal market no longer stands. Where the undertakings concerned commit a breach  of  an
       obligation, the Commission may revoke the clearance decision in accordance with Article 8(6)(b) of the Merger Regulation. The undertakings
       concerned may also be subject to fines and periodic penalty payments under Articles 14(2) and 15(1) of the Merger Regulation.

  194) In accordance with the basic distinction between conditions and obligations, the decision in this case is conditional on  full  compliance
       with the requirements set out in section B (as well as the associated Schedule) of the  Final  Commitments,  which  constitute  conditions
       attached to this decision, as only through full compliance therewith can the structural changes in the relevant markets be  achieved.  The
       other requirements set out in the Final Commitments constitute obligations, as they concern the implementing steps which are necessary  to
       achieve the modifications sought in a manner compatible with the internal market.

  195) The full text of the Final Commitments is annexed to this decision as Annex and forms an integral part thereof.

       CONCLUSION

  196) For the above reasons, the European Commission has decided not to oppose the notified operation as modified  by  the  commitments  and  to
       declare it compatible with the internal market and with the functioning of  the  EEA  Agreement,  subject  to  full  compliance  with  the
       conditions in section B (including the associated Schedule) of the commitments annexed to the present decision and  with  the  obligations
       contained in the other sections of the said commitments. This decision is adopted in application of Article 6(1)(b)  in  conjunction  with
       Article 6(2) of the Merger Regulation and Article 57 of the EEA Agreement.

For the Commission                                  (Signed)                                                     Margrethe VESTAGER
Member of the Commission

                                                                                                                                       12/11/2015

                                                                   Case M. 7678

                                                      COMMITMENTS TO THE EUROPEAN COMMISSION

Pursuant to Article 6(2) of Council Regulation (EC) No 139/2004 (the “Merger Regulation”), Equinix, Inc  (the  “Notifying  Party”)  and  Telecity
Group plc (“Telecity”) hereby enter into the following Commitments (the “Commitments”) vis-à-vis the European Commission (the “Commission”)  with
a view to rendering the acquisition of Telecity by the Notifying Party  (the  “Concentration”)  compatible  with  the  internal  market  and  the
functioning of the EEA Agreement.

This text shall be interpreted in light of the Commission’s decision pursuant to  Article  6(1)(b)  of  the  Merger  Regulation  to  declare  the
Concentration compatible with the internal market and the functioning of the  EEA  Agreement  (the  “Decision”),  in  the  general  framework  of
European Union law, in particular in light of the Merger Regulation, and by reference to the  Commission  Notice  on  remedies  acceptable  under
Council Regulation (EC) No 139/2004 and under Commission Regulation (EC) No 802/2004 (the “Remedies Notice”).

      SECTION A.  DEFINITIONS

       For the purpose of the Commitments, the following terms shall have the following meaning:

      Affiliated Undertakings: undertakings controlled by the Parties and/or by the ultimate parents  of  the  Parties,  whereby  the  notion  of
      control shall be interpreted pursuant to Article 3 of the Merger Regulation and in light  of  the  Commission  Consolidated  Jurisdictional
      Notice under Council Regulation (EC) No 139/2004 on the control of concentrations between undertakings.

      Amsterdam Divestments: Amstel Business Park I and Science Park.

      Assets: the assets that contribute to the current operation or are necessary to ensure the viability and competitiveness of the  Divestment
      Businesses as indicated in Section B, paragraph i, i and ii and described more in detail in the Schedule.

      Closing: the transfer of the legal title to the Divestment Businesses to the Purchaser(s).

      Closing Period: the period of […] from the approval of the Purchaser(s) and the terms of sale by the Commission.

      Confidential Information: any business secrets, know-how, commercial information, or any other information of a proprietary nature that  is
      not in the public domain.

      Conflict of Interest: any conflict of interest that impairs the Trustee's objectivity and independence in discharging its duties under  the
      Commitments.

      Divestment Businesses: the businesses as defined in Section B and in the Schedule which the Parties commit to divest.

      Divestment Metros: each of the London Divestments, the Amsterdam Divestments and the Frankfurt Divestment.

      Divestiture Trustee: one or more natural or legal person(s) who is/are approved by the Commission and appointed by the Notifying Party  and
      who has/have received from the Parties the exclusive Trustee Mandate to sell the Divestment Businesses to  a  Purchaser(s)  at  no  minimum
      price.

      Effective Date: the date of adoption of the Decision.

      First Divestiture Period: the period of […] from the Effective Date.

      Frankfurt Divestment: Lyonerstrasse.

      Hold Separate Manager(s): the person or people appointed by the Parties for the Divestment Businesses to  manage  the  day-to-day  business
      under the supervision of the Monitoring Trustee.

      Key Personnel: all personnel necessary to maintain the viability and competitiveness  of  the  Divestment  Businesses,  as  listed  in  the
      Schedule, including the Hold Separate Manager(s).

      London Divestments: Bonnington House, Sovereign House, Meridian Gate, Oliver’s Yard and West Drayton.

      Monitoring Trustee: one or more natural or legal person(s) who is/are approved by the Commission and appointed by the Parties (or  if  they
      cannot agree, the Notifying Party), and who has/have the duty to monitor the  Parties’  compliance  with  the  conditions  and  obligations
      attached to the Decision.

      Parties: the Notifying Party and Telecity (the undertaking that is the target of the Concentration).

      Personnel: all staff currently employed by the Divestment Businesses,  including  staff  seconded  to  the  Divestment  Businesses,  shared
      personnel as well as the additional personnel listed in the Schedule.

      Purchaser(s): the entity or entities approved by the Commission as acquirer of the Divestment Businesses in accordance  with  the  criteria
      set out in Section D.

      Purchaser(s) Criteria: the criteria laid down in paragraph 17 of these Commitments that  the  Purchaser(s)  must  fulfil  in  order  to  be
      approved by the Commission.

      Retained Business:  the Retained London Business, the Retained Amsterdam Business and the Retained Frankfurt Business.

      Retained Amsterdam Business: the business of the Parties in Amsterdam other than the Amsterdam Divestments.

      Retained London Business:  the business of the Parties in London other than the London Divestments.

      Retained Frankfurt Business: the business of the Parties in Frankfurt other than the Frankfurt Divestment.

      Schedule: the schedule to these Commitments describing more in detail the Divestment Businesses.

      Trustee(s): the Monitoring Trustee and/or the Divestiture Trustee as the case may be.

      Trustee Divestiture Period: the period of […] from the end of the First Divestiture Period.

      SECTION B.  THE COMMITMENT TO DIVEST AND THE DIVESTMENT BUSINESSES

      Commitment to divest

   1. In order to maintain effective competition, the Notifying Party commits to divest, or procure the divestiture of the Divestment  Businesses
      by the end of the Trustee Divestiture Period as a going concern to a purchaser  or  purchasers  and  on  terms  of  sale  approved  by  the
      Commission in accordance with the procedure described in paragraph 18 of these Commitments.  To carry out the  divestiture,  the  Notifying
      Party commits to find a purchaser or purchasers and to enter into (or procure that one of its Affiliated Undertakings or  Telecity  or  one
      its Affiliated Undertakings enters into) a final binding sale and purchase agreement(s) for the sale of the  Divestment  Businesses  within
      the First Divestiture Period.

      Each Divestment Metro will be sold to a purchaser in full. Each Divestment Metro may be sold to  different  purchasers  or  more  than  one
      Divestment Metro may be sold to the same purchaser.

      The Amsterdam Divestments and Frankfurt Divestment shall be implemented by way of a statutory  demerger  (which  may  be  combined  with  a
      subsequent share sale), unless a Purchaser requests otherwise and the Notifying Party agrees.  The  Notifying  Party  shall  implement  the
      London Divestments by way of a share sale, unless a Purchaser requests otherwise and the Notifying Party agrees.

      If the Notifying Party has not entered into (or procured that one of  its  Affiliated  Undertakings  or  Telecity  or  one  its  Affiliated
      Undertakings has entered into) such agreement(s) at the end  of  the  First  Divestiture  Period,  the  Notifying  Party  shall  grant  the
      Divestiture Trustee an exclusive mandate to sell the Divestment Businesses in accordance with the procedure described in  paragraph  30  in
      the Trustee Divestiture Period.

      Telecity commits to fully cooperate with the Notifying Party in relation to the commitments in this paragraph 2, including by assisting the
      Notifying Party with the sale process as required and entering into (or procuring that its Affiliated Undertakings  enter  into)  sale  and
      purchase agreements (which are conditional on closing of the Concentration) in relation to the Divestment Businesses if  requested  by  the
      Notifying Party.

   2. The Parties shall be deemed to have complied with this commitment if:

       by the end of the Trustee Divestiture Period, the Notifying Party or one of its Affiliated Undertakings  (or,  at  the  Notifying  Party’s
       request, Telecity or one of its Affiliated Undertakings) or the Divestiture Trustee has entered into a final  binding  sale  and  purchase
       agreement(s) and the Commission approves the proposed purchaser(s) and the terms of sale as  being  consistent  with  the  Commitments  in
       accordance with the procedure described in paragraph 18; and

       the Closing of the sale of the Divestment Businesses to the Purchaser(s) takes place within the Closing Period.

   3. In order to maintain the structural effect of the Commitments, the Parties shall, for a period of 10  years  after  Closing,  not  acquire,
      whether directly or indirectly, the possibility of exercising influence (as defined in paragraph 43 of the  Remedies  Notice,  footnote  3)
      over the whole or part of the Divestment Businesses, unless, following the submission of a reasoned request from the Parties  showing  good
      cause and accompanied by a report from the Monitoring Trustee (as provided in paragraph 44 of these Commitments), the Commission finds that
      the structure of the market has changed to such an extent that the absence of  influence  over  the  Divestment  Businesses  is  no  longer
      necessary to render the proposed concentration compatible with the internal market.

      Structure and definition of the Divestment Businesses

   4. The Divestment Businesses consist of:

       Telecity’s LON1 data centre, located in the centre of the Docklands area in London at Bonnington House, 47 Millharbour,  London,  E14  9TR
       (“Bonnington House”), including its ongoing expansion project;

       Telecity’s LON3 data centre, located in the centre of the Docklands area in London at 227 Marsh Wall, London, E14 9SD (“Sovereign House”);

       Telecity’s LON4 data centre, located in the centre of the Docklands area in London at Memaco House (Block L/M),  Pennine  House,  Meridian
       Gate, Marsh Wall Road, London, E14 9FJ (“Meridian Gate”);

       Telecity’s LON7 data centre, located in the City of London at Oliver’s Yard,  Globix  House,  Old  Street,  EC1Y  1HQ  (“Oliver’s  Yard”),
       including its ongoing expansion project;

       the Notifying Party’s LD2 data centre, located in West Drayton at Unit 1, Airport Gate, Bath Road, West Drayton, Middlesex, UB7 ONA (“West
       Drayton”);

       Telecity’s AMS01 and AMS01(E) data centres, located in the Science Park in Amsterdam at Science Park  120,  1098  XG  Amsterdam  (“Science
       Park”), including its ongoing expansion project;

       Telecity’s AMS04 data centre, located in the Amstel Business Park in Amsterdam at H.J.E. Wenckebachweg 127,  1096  AM  Amsterdam  (“Amstel
       Business Park I”); and

       Telecity’s FRA02 data centre located in south west Frankfurt at Lyonerstrasse 28, 60598, Frankfurt am Main (“Lyonerstrasse”).

   5. The Divestment Businesses, described in more detail in the Schedule, include all assets and staff that contribute to the current  operation
      or are necessary to ensure the viability and competitiveness of the Divestment Businesses, in particular:

       all assets;

       all licences, permits and authorisations issued by any governmental organisation for the benefit of the Divestment Businesses;

       all contracts, leases, commitments and customer orders of the Divestment Businesses;  all  customer,  credit  and  other  records  of  the
       Divestment Businesses; and

       the Personnel.

   6. In addition the Divestment Businesses include, at the option of the  Purchaser,  the  benefit  of  all  supply  and  transitional  services
      agreements that are necessary to ensure the viability of the Divestment Business (including those detailed further in  paragraphs  iv,  xi,
      iv, xi, iii and x of the Schedule). Strict firewall procedures will be adopted so as to ensure that any competitively sensitive information
      related to, or arising from such supply arrangements (for example, product roadmaps) will not be shared  with,  or  passed  on  to,  anyone
      outside the relevant business unit/division providing the product/service.

      SECTION C.  RELATED COMMITMENTS

      Preservation of viability, marketability and competitiveness

   7. From the Effective Date until Closing, the Parties shall preserve or procure the preservation of the economic viability, marketability  and
      competitiveness of the Divestment Businesses, in accordance with good business practice, and shall minimise as far as possible any risk  of
      loss of competitive potential of the Divestment Businesses.  In particular the Parties undertake:

       not to carry out any action that might have a significant adverse impact on the value, management or  competitiveness  of  the  Divestment
       Businesses or that might alter the nature and scope of activity, or the industrial or commercial strategy or the investment policy of  the
       Divestment Businesses;

       to make available, or procure to make available, sufficient resources for the development of the Divestment Businesses, on the  basis  and
       continuation of the existing business plans;

       to take all reasonable steps, or procure that all reasonable steps are being taken, including  appropriate  incentive  schemes  (based  on
       industry practice), to encourage all Key Personnel to remain with the Divestment Businesses, and not to solicit or move any  Personnel  to
       the Parties’ remaining business.  Where, nevertheless, individual  members  of  the  Key  Personnel  exceptionally  leave  the  Divestment
       Businesses, the Parties shall provide a reasoned proposal to replace the person or persons concerned to the Commission and the  Monitoring
       Trustee.  The Parties must be able to demonstrate to the Commission that the replacement  is  well  suited  to  carry  out  the  functions
       exercised by those individual members of the Key Personnel.  The replacement shall take place under  the  supervision  of  the  Monitoring
       Trustee, who shall report to the Commission.

      Hold-separate obligations

   8. The Parties commit, from the Effective Date until Closing, to keep the Divestment Businesses separate from the Retained  Business  and,  to
      the extent relevant, after closing of the Concentration, to ensure that unless explicitly permitted under these Commitments: (i) management
      and staff of the Retained Business have no involvement in the Divestment Businesses; (ii) the Key Personnel and Personnel of the Divestment
      Businesses have no involvement in the Retained Business and do not report to any individual outside the Divestment Businesses.

   9. Until Closing, the Parties shall assist the Monitoring Trustee in ensuring that the Divestment Businesses is  managed  as  a  distinct  and
      saleable entity separate from the business(es) which the Parties are retaining.  Immediately  after  the  adoption  of  the  Decision,  the
      Parties shall appoint one or more Hold Separate Managers.  The Hold Separate Manager(s), who shall be part  of  the  Key  Personnel,  shall
      manage the Divestment Businesses independently and in the best interest of the businesses with a view to ensuring their continued  economic
      viability, marketability and competitiveness and their independence from the Retained Business.  The Hold Separate Manager(s) shall closely
      cooperate with and report to the Monitoring Trustee and, if applicable, the Divestiture  Trustee.   Any  replacement  of  a  Hold  Separate
      Manager shall be subject to the procedure laid down in paragraph ii of these Commitments.  The  Commission  may,  after  having  heard  the
      Parties, require the Parties to replace a Hold Separate Manager.

  10. If the Notifying Party structures the divestment of any of the Divestment Businesses (or any part  thereof)  as  a  sale  of  shares  in  a
      company, to ensure that the Divestment Business is held and managed as a separate entity the Monitoring Trustee shall exercise  any  rights
      of the Notifying Party or Telecity (or any of their Affiliated Undertakings) as shareholder in any legal entity or entities that constitute
      any of the Divestment Business or any part thereof (except for its rights in respect of dividends that are due before  Closing),  with  the
      aim of acting in the best interest of the business, which shall be determined on a stand-alone basis, as an independent financial investor,
      and with a view to fulfilling the Parties’ obligations under the Commitments.  Furthermore, the Monitoring Trustee shall have the power  to
      replace members of the supervisory board or non-executive directors of the board of directors, who have been appointed  on  behalf  of  the
      Parties.  Upon request of the Monitoring Trustee, the Parties shall resign as a member of the boards or shall cause  such  members  of  the
      boards to resign.

      Ring-fencing

  11. The Parties shall implement, or procure to implement, all necessary measures to ensure that they do not, after the Effective  Date,  obtain
      any Confidential Information relating to the Divestment Businesses and that any such  Confidential  Information  obtained  by  the  Parties
      before the Effective Date will be eliminated and not be  used  by  the  Parties.   This  includes  measures  vis-à-vis  appointees  on  any
      supervisory boards and/or boards of directors of the Divestment Businesses. In particular, the participation of the  Divestment  Businesses
      in any central information technology network shall be severed to the extent possible, without compromising the viability of the Divestment
      Businesses.  The Parties may obtain or keep information relating to the  Divestment  Businesses  which  is  reasonably  necessary  for  the
      divestiture of the Divestment Businesses or the disclosure of which to the Parties are required by law or which is reasonably  required  by
      the Parties to comply with their financial reporting or other legal obligations (including in relation to tax filings).

      Non-solicitation clause

  12. The Parties undertake, subject to customary limitations, not to solicit, and to procure that Affiliated Undertakings do  not  solicit,  the
      Key Personnel transferred with the Divestment Businesses for a period of […] after Closing.

      Due diligence

  13. In order to enable potential purchasers to carry out a reasonable due diligence of the Divestment Businesses, the  Notifying  Party  shall,
      subject to customary confidentiality assurances and dependent on the stage of the divestiture process:

       provide to potential purchasers sufficient information as regards the Divestment Businesses;

       provide to potential purchasers sufficient information relating to the Personnel and allow them reasonable access to the Personnel.

      Telecity commits to fully cooperate with the Notifying Party in relation to the commitments in this paragraph 14,  including  by  providing
      information relating to the Divestment Businesses and access to Personnel as requested by the Notifying Party.

      Reporting

  14. The Notifying Party shall submit written reports in English on potential purchasers of the Divestment Businesses and  developments  in  the
      negotiations with such potential purchasers to the Commission and the Monitoring Trustee no later than 10 days after the end of every month
      following the Effective Date (or otherwise at the Commission’s request).  The  Notifying  Party  shall  submit  a  list  of  all  potential
      purchasers having expressed interest in acquiring the Divestment Businesses to the Commission at each and every stage  of  the  divestiture
      process, as well as a copy of all the offers made by potential purchasers within five days of their receipt.

  15. The Notifying Party shall inform the Commission and the Monitoring Trustee on the preparation of the data room documentation  and  the  due
      diligence procedure and shall submit a copy of any information memorandum to the Commission and the Monitoring Trustee before  sending  the
      memorandum out to potential purchasers.

      SECTION D.  THE PURCHASER

  16. In order to be approved by the Commission, the Purchaser(s) must fulfil the following criteria:

       The Purchaser(s) shall be independent of and unconnected to the Parties and their Affiliated  Undertakings  (this  being  assessed  having
       regard to the situation following the divestiture).

       The Purchaser(s) shall have the financial resources, proven expertise and incentive to maintain and develop the Divestment Business(es) as
       a viable and active competitive force in competition with the Parties and other competitors.

       […]

       […]

       […]

       The acquisition of the Divestment Business(es) by the Purchaser(s) must neither be likely to create, in light of the information available
       to the Commission, prima facie competition concerns nor give rise to a risk that the implementation of the Commitments  will  be  delayed.
       In particular, the Purchaser(s) must reasonably be expected to obtain all necessary approvals from the relevant regulatory authorities for
       the acquisition of the Divestment Business(es).

  17. The final binding sale and purchase agreement(s) (as well as ancillary agreements) relating to the divestment of the Divestment  Businesses
      shall be conditional on the Commission’s approval.  When the Notifying Party has reached an agreement with a purchaser, they shall submit a
      fully documented and reasoned proposal, including a copy of the final agreement(s), within one week to the Commission  and  the  Monitoring
      Trustee.  The Notifying Party must be able to demonstrate to the Commission that the purchaser fulfils the Purchaser(s) Criteria  and  that
      the Divestment Business(es) is being sold in a manner consistent with the Commission's Decision and the Commitments.  For the approval, the
      Commission shall verify that the purchaser fulfils the Purchaser(s) Criteria and that the Divestment Business(es) is being sold in a manner
      consistent with the Commitments including their objective to bring about a lasting structural change in the  market.   The  Commission  may
      approve the sale of the Divestment Business(es) without one or more Assets or parts of the Personnel, or by substituting one or more Assets
      or parts of the Personnel with one or  more  different  assets  or  different  personnel,  if  this  does  not  affect  the  viability  and
      competitiveness of the Divestment Business(es) after the sale, taking account of the proposed purchaser.

      SECTION E.  TRUSTEE

      I.    Appointment procedure

  18. The Parties (or if the Parties cannot agree, the Notifying Party) shall appoint a Monitoring Trustee to carry out the  functions  specified
      in these Commitments for a Monitoring Trustee.  The Parties commit not to close the Concentration before the appointment  of  a  Monitoring
      Trustee.

  19. If the Notifying Party has not entered into a binding sale and purchase agreement (or procured that one of its Affiliated  Undertakings  or
      Telecity or one of its Affiliated Undertakings has done so) regarding each of the Divestment Businesses […] before the  end  of  the  First
      Divestiture Period or if the Commission has rejected a purchaser proposed by the Notifying Party at that time or thereafter, the  Notifying
      Party shall appoint a Divestiture Trustee.  The appointment of the Divestiture Trustee shall take  effect  upon  the  commencement  of  the
      Trustee Divestiture Period.

  20. The Trustee shall:

       at the time of appointment, be independent of the Parties and their Affiliated Undertakings;

       possess the necessary qualifications to carry out its mandate, for example have sufficient relevant experience as an investment banker  or
       consultant or auditor; and

       neither have nor become exposed to a Conflict of Interest.

  21. The Trustee shall be remunerated by the Parties in a way that does not impede the independent and effective fulfilment of its mandate.   In
      particular, where the remuneration package of a Divestiture Trustee includes a success premium linked  to  the  final  sale  value  of  the
      Divestment Businesses, such success premium may only be earned if the divestiture takes place within the Trustee Divestiture Period.

      Proposal by the Parties

  22. No later than two weeks after the Effective Date, the Parties (or if the Parties cannot agree, the Notifying Party) shall submit  the  name
      or names of one or more natural or legal persons whom the Parties (or if the Parties cannot agree, the Notifying Party) proposes to appoint
      as the Monitoring Trustee to the Commission for approval.  No later than […] before the end of the First Divestiture Period or  on  request
      by the Commission, the Notifying Party shall submit a list of one or  more  persons  whom  the  Notifying  Party  proposes  to  appoint  as
      Divestiture Trustee to the Commission for approval.  The proposal shall contain sufficient information for the Commission  to  verify  that
      the person or persons proposed as Trustee fulfil the requirements set out in paragraph 21 and shall include:

       the full terms of the proposed mandate, which shall include all provisions necessary to enable the Trustee  to  fulfil  its  duties  under
       these Commitments;

       the outline of a work plan which describes how the Trustee intends to carry out its assigned tasks;

       an indication whether the proposed Trustee is to act as both Monitoring Trustee and Divestiture Trustee or whether different trustees  are
       proposed for the two functions.

      Approval or rejection by the Commission

  23. The Commission shall have the discretion to approve or reject the proposed Trustee(s) and to approve the proposed mandate  subject  to  any
      modifications it deems necessary for the Trustee to fulfil its obligations.  If only one name is approved, the Parties (or if  the  Parties
      cannot agree, the Notifying Party) shall appoint or cause to be appointed the person or persons concerned as Trustee,  in  accordance  with
      the mandate approved by the Commission.  If more than one name is approved, the Parties (or if the  Parties  cannot  agree,  the  Notifying
      Party) shall be free to choose the Trustee to be appointed from among the names approved.  The Trustee shall be appointed within  one  week
      of the Commission’s approval, in accordance with the mandate approved by the Commission.

      New proposal by the Parties

  24. If all the proposed Trustees are rejected, the Parties (or if the Parties cannot agree, the Notifying Party) shall submit the names  of  at
      least two more natural or legal persons within one week of being informed of the rejection, in accordance with  paragraphs  19  and  24  of
      these Commitments.

      Trustee nominated by the Commission

  25. If all further proposed Trustees are rejected by the Commission, the Commission shall nominate a Trustee,  whom  the  Parties  (or  if  the
      Parties cannot agree, the Notifying Party) shall appoint, or cause to be appointed, in accordance with a trustee mandate  approved  by  the
      Commission.

      II.   Functions of the Trustee

  26. The Trustee shall assume its specified duties and obligations in order to ensure compliance with the Commitments.  The Commission  may,  on
      its own initiative or at the request of the Trustee or the Parties (or if the Parties cannot agree, the Notifying Party), give  any  orders
      or instructions to the Trustee in order to ensure compliance with the conditions and obligations attached to the Decision.

      Duties and obligations of the Monitoring Trustee

  27. The Monitoring Trustee shall:

       propose in its first report to the Commission a detailed work plan describing how it intends to monitor compliance  with  the  obligations
       and conditions attached to the Decision.

       oversee, in close co-operation with the Hold Separate Manager(s), the on-going management of the Divestment  Businesses  with  a  view  to
       ensuring their continued economic viability, marketability and competitiveness and monitor compliance by the Parties with  the  conditions
       and obligations attached to the Decision.  To that end the Monitoring Trustee shall:

       monitor the preservation of the economic viability, marketability and competitiveness  of  the  Divestment  Businesses,  and  the  keeping
       separate of the Divestment Businesses from the Retained Business, in accordance with paragraphs 8 and 9 of these Commitments;

       supervise the management of the Divestment Businesses as a distinct and  saleable  entity,  in  accordance  with  paragraph  10  of  these
       Commitments;

       with respect to Confidential Information:

                    • determine all necessary measures to ensure that the Parties do not  after  the  Effective  Date  obtain  any  Confidential
                      Information relating to the Divestment Businesses,

                    • in particular strive for the severing of the Divestment Businesses’ participation  in  a  central  information  technology
                      network to the extent possible, without compromising the viability of the Divestment Businesses,

                    • make sure that any Confidential Information relating to the Divestment Businesses  obtained  by  the  Parties  before  the
                      Effective Date is eliminated and will not be used by the Parties; and

                    • decide whether such information may be disclosed to or kept by the Parties as the disclosure is  reasonably  necessary  to
                      allow the Parties to carry out the divestiture or as the disclosure is required by law;

       monitor the splitting of assets and the allocation of Personnel between the Divestment Businesses and  the  Parties  or  their  Affiliated
       Undertakings;

       review the contract that the Parties will enter into with a developer as set in paragraph 7 of the Schedule for the purposes  of  ensuring
       consistency with these Commitments;

       propose to the Parties such measures as the Monitoring Trustee considers necessary to ensure the Parties’ compliance with  the  conditions
       and obligations attached to the Decision, in particular the maintenance of the full economic viability, marketability  or  competitiveness
       of the Divestment Businesses, the holding separate of  the  Divestment  Businesses  and  the  non-disclosure  of  competitively  sensitive
       information;

       review and assess potential purchasers as well as the progress of the divestiture process and verify that, dependent on the stage  of  the
       divestiture process:

       potential purchasers receive sufficient and correct information relating to the Divestment Businesses and the Personnel in  particular  by
       reviewing, if available, the data room documentation, the information memorandum and the due diligence process, and

       potential purchasers are granted reasonable access to the Personnel;

       act as a contact point for any requests by third parties, in particular potential purchasers, in relation to the Commitments;

       provide to the Commission, sending the Parties a non-confidential copy at the same time, a written report within 15 days after the end  of
       every month that shall cover the operation and management of the Divestment Businesses  as  well  as  the  splitting  of  assets  and  the
       allocation of Personnel so that the Commission can assess whether the business is held in a manner consistent with the Commitments and the
       progress of the divestiture process as well as potential purchasers;

       promptly report in writing to the Commission, sending the Parties a non-confidential copy at the same time, if it concludes on  reasonable
       grounds that the Parties are failing to comply with these Commitments;

       within one week after receipt of the documented proposal referred to in paragraph 18 of  these  Commitments,  submit  to  the  Commission,
       sending the Parties a non-confidential copy at the same time, a reasoned opinion as to the suitability and independence  of  the  proposed
       purchaser and the viability of the Divestment Businesses after the Sale and as to whether the Divestment Businesses are sold in  a  manner
       consistent with the conditions and obligations attached to the Decision, in particular, if relevant, whether the Sale  of  the  Divestment
       Businesses without one or more Assets or not all of the Personnel affects the viability of  the  Divestment  Businesses  after  the  sale,
       taking account of the proposed purchaser;

       assume the other functions assigned to the Monitoring Trustee under the conditions and obligations attached to the Decision.

  28. If the Monitoring and Divestiture Trustee are not the same legal or natural persons, the Monitoring Trustee  and  the  Divestiture  Trustee
      shall cooperate closely with each other during and for the purpose of the preparation  of  the  Trustee  Divestiture  Period  in  order  to
      facilitate each other's tasks.

      Duties and obligations of the Divestiture Trustee

  29. Within the Trustee Divestiture Period, the Divestiture Trustee shall sell at no minimum price the Divestment Businesses to a  purchaser  or
      purchasers, provided that the Commission has approved both the purchaser and the final binding sale and purchase agreement  (and  ancillary
      agreements) as in line with the Commission's Decision and the Commitments in accordance with paragraphs 17 and  18  of  these  Commitments.
      The Divestiture Trustee shall include in the sale and purchase agreement (as well as in any ancillary agreements) such terms and conditions
      as it considers appropriate for an expedient sale in the Trustee Divestiture Period.  In particular, the Divestiture Trustee may include in
      the sale and purchase agreement such customary representations and warranties and indemnities as are  reasonably  required  to  effect  the
      sale.  The Divestiture Trustee shall protect the legitimate financial interests of the  Parties,  subject  to  the  Parties’  unconditional
      obligation to divest at no minimum price in the Trustee Divestiture Period.

  30. In the Trustee Divestiture Period (or otherwise at the Commission’s request), the Divestiture Trustee shall provide the Commission  with  a
      comprehensive monthly report written in English on the progress of the divestiture process.  Such reports shall be submitted within 15 days
      after the end of every month with a simultaneous copy to the Monitoring Trustee and a non-confidential copy to the Parties.

      III.  Duties and obligations of the Parties

  31. The Parties shall provide and shall cause their advisors to provide the Trustee with all such co-operation, assistance and  information  as
      the Trustee may reasonably require to perform its tasks.  The Trustee shall have full and complete access to any  of  the  Parties  or  the
      Divestment Businesses’ books, records, documents, management or other personnel, facilities, sites and technical information necessary  for
      fulfilling its duties under the Commitments and the Parties and the Divestment Businesses shall  provide  the  Trustee  upon  request  with
      copies of any document.  The Parties and the Divestment Businesses shall make available to  the  Trustee  one  or  more  offices  on  their
      premises and shall be available for meetings in order to provide the Trustee with all information necessary  for  the  performance  of  its
      tasks.

  32. The Parties shall provide the Monitoring Trustee with all managerial and administrative support that it may reasonably request on behalf of
      the management of the Divestment Businesses.  This shall include all administrative support functions relating to the Divestment Businesses
      which are currently carried out at headquarters level.  The Parties shall provide and shall cause its advisors to  provide  the  Monitoring
      Trustee, on request, with the information submitted to potential purchasers, in particular give the Monitoring Trustee access to  the  data
      room documentation and all other information granted to potential purchasers in the due diligence procedure.  The Parties shall inform  the
      Monitoring Trustee on possible purchasers, submit lists of potential purchasers at each stage  of  the  selection  process,  including  the
      offers made by potential purchasers at those stages, and keep the Monitoring Trustee  informed  of  all  developments  in  the  divestiture
      process.

  33. The Parties shall grant or procure Affiliated Undertakings to grant comprehensive powers of attorney, duly  executed,  to  the  Divestiture
      Trustee to effect the sale (including ancillary agreements), the Closing and all actions and declarations  which  the  Divestiture  Trustee
      considers necessary or appropriate to achieve the sale and the Closing, including the appointment of  advisors  to  assist  with  the  sale
      process.  Upon request of the Divestiture Trustee, the Parties shall cause the documents required for effecting the sale and the Closing to
      be duly executed.

  34. The Parties shall indemnify the Trustee and its employees and agents (each an “Indemnified Party”) and hold each Indemnified Party harmless
      against, and hereby agrees that an Indemnified Party shall have no liability to the  Parties  for,  any  liabilities  arising  out  of  the
      performance of the Trustee’s duties under the Commitments, except to the extent that such  liabilities  result  from  the  wilful  default,
      recklessness, gross negligence or bad faith of the Trustee, its employees, agents or advisors.

  35. At the expense of the Parties, the Trustee may appoint advisors (in particular for corporate finance  or  legal  advice),  subject  to  the
      Notifying Party’s approval (this approval not to be unreasonably withheld or delayed) if the Trustee  considers  the  appointment  of  such
      advisors necessary or appropriate for the performance of its duties and obligations under the Mandate, provided that  any  fees  and  other
      expenses incurred by the Trustee are reasonable.  Should the Notifying Party refuse to approve the advisors proposed  by  the  Trustee  the
      Commission may approve the appointment of such advisors instead, after having heard  the  Notifying  Party.   Only  the  Trustee  shall  be
      entitled to issue instructions to the advisors.   Paragraph 35  of  these  Commitments  shall  apply  mutatis  mutandis.   In  the  Trustee
      Divestiture Period, the Divestiture Trustee may use advisors who served the Parties  during  the  Divestiture  Period  if  the  Divestiture
      Trustee considers this in the best interest of an expedient sale.

  36. The Parties agree that the Commission may share Confidential Information proprietary to the Parties with the Trustee.   The  Trustee  shall
      not disclose such information and the principles contained in Article 17 (1) and (2) of the Merger Regulation apply mutatis mutandis.

  37. The Parties agree that the contact details of the Monitoring Trustee are published on the website of the  Commission's  Directorate-General
      for Competition and they shall inform interested third parties, in particular any potential purchasers, of the identity and  the  tasks  of
      the Monitoring Trustee.

  38. For a period of 10 years from the Effective Date the Commission may request all information from the Parties that is  reasonably  necessary
      to monitor the effective implementation of these Commitments.

      IV.   Replacement, discharge and reappointment of the Trustee

  39. If the Trustee ceases to perform its functions under the Commitments or for any other good cause, including the exposure of the Trustee  to
      a Conflict of Interest:

       the Commission may, after hearing the Trustee and the Notifying Party, require the Notifying Party to replace the Trustee; or

       the Notifying Party may, with the prior approval of the Commission, replace the Trustee.

  40. If the Trustee is removed according to paragraph 40 of these Commitments, the Trustee may be required to continue in its function  until  a
      new Trustee is in place to whom the Trustee has effected a full hand over of all relevant information.  The new Trustee shall be  appointed
      in accordance with the procedure referred to in paragraphs 19 to 26 of these Commitments.

  41. Unless removed according to paragraph 40 of these Commitments, the Trustee shall cease to act as Trustee  only  after  the  Commission  has
      discharged it from its duties after all the Commitments with which the Trustee has been entrusted  have  been  implemented.   However,  the
      Commission may at any time require the reappointment of the Monitoring Trustee if it subsequently appears that the relevant remedies  might
      not have been fully and properly implemented.

      SECTION F.  THE REVIEW CLAUSE

  42. The Commission may extend the time periods foreseen in the Commitments in response to a request from the Notifying Party or, in appropriate
      cases, on its own initiative.  Where the Notifying Party requests an extension of a time period, they shall submit a  reasoned  request  to
      the Commission no later than one month before the expiry of that period, showing good cause.  This request shall be accompanied by a report
      from the Monitoring Trustee, who shall, at the same time send a non-confidential copy of the report to the Parties.   Only  in  exceptional
      circumstances shall the Notifying Party be entitled to request an extension within the last month of any period.

  43. The Commission may further, in response to a reasoned request from the Notifying Party showing good cause waive, modify or  substitute,  in
      exceptional circumstances, one or more of the undertakings in these Commitments.  This request shall be accompanied by a  report  from  the
      Monitoring Trustee, who shall, at the same time send a non-confidential copy of the report to the Parties.  The request shall not have  the
      effect of suspending the application of the undertaking and, in particular, of suspending the expiry  of  any  time  period  in  which  the
      undertaking has to be complied with.

      SECTION G.  ENTRY INTO FORCE

  44. The Commitments shall take effect upon the date of adoption of the Decision.

(Signed)

……………………………………………………………………..
duly authorised for and on behalf of
Equinix, Inc.

……………………………………………………………………..
duly authorised for and on behalf of
Telecity Group plc

                                                                     SCHEDULE

   1. The Divestment Businesses comprise the London Divestments, the Amsterdam Divestments and the Frankfurt Divestment.

London Divestments

  45. In accordance with paragraph 5 of these Commitments, the London Divestments includes but is not limited to:

       the assets owned by Telecity and the Notifying Party which contribute to the current operation  or  which  are  necessary  to  ensure  the
       viability and competitiveness of the London Divestments;

       all the licences, permits and authorisations needed to operate the London Divestments, including any licences, permits and  authorisations
       received for on-going expansion projects and future developments in respect of the London Divestments;

       the leases of the London Divestments sites;

       any contracts relating to the construction and development of the expansion to the London Divestments;

       the network equipment and benefit of the relevant portion  of  the  fibre  optic  leases  required  to  provide  the  existing  inter-site
       connectivity between the sites within the London Divestments on the one hand and between the London Divestments  sites  and  the  Retained
       London Business on the other hand.

      The benefit of the relevant portion of fibre optic leases to connect the relevant network equipment will be transferred to the Purchaser on
      terms and conditions equivalent to those at present afforded to the London Divestments.

      The Parties shall not unreasonably withhold or delay upgrades to the existing equipment or installation of new equipment that are necessary
      on the side of the Retained London Business in order to perform capacity upgrades of the existing fibre optic cables  providing  inter-site
      connectivity between the London Divestments sites and the Retained London Business.

      A long-term colocation agreement, with duration of at least […], will be put in place with the Retained London Business in relation to  the
      necessary network equipment at the end of the fibre optic connections in each relevant retained Notifying Party or  Telecity  data  centre.
      The price will be […], with all other terms and conditions equivalent to those applied by the Notifying Party (in relation to West Drayton)
      or Telecity (in relation to the other London Divestments sites) prior to the Effective Date.

      Equivalent arrangements will also be put in place to allow the Retained London Business to retain the benefit of  the  existing  inter-site
      connectivity with the London Divestments. In this respect, the Retained London Business will need to conclude a colocation  agreement  with
      the Purchaser in each of the London Divestments, on terms that are substantially the same  as  those  provided  to  the  Purchaser  in  the
      retained data centres;

   i. the contracts and commitments with the customers who contract only with the London Divestments at the time of the divestment;

  ii. in respect of any customer or supply contracts that are shared with members of the Retained London Business, the benefit of the portion  of
      those contracts which relates to the London Divestments on terms and conditions equivalent to those  at  present  afforded  to  the  London
      Divestments, including:

       any customer contracts shared between the London Divestments and the Retained London Business at the time of the divestment.  The  current
       list of these contracts is set out in Annex 1;

       the supply contract for power to Bonnington House, Oliver’s Yard, Sovereign House and Meridian Gate with […];

       the supply contract for security for Bonnington House, Oliver’s Yard, Sovereign House and Meridian Gate with […]; and

       the supply contract for infrastructure maintenance for Bonnington House, Oliver’s Yard, Sovereign House and Meridian Gate with […];

       the supply contract for power to West Drayton with […];

       the supply contract for security for West Drayton with […]; and

       the equipment maintenance contract for West Drayton with […].

       customer contract records, client relationship management records and historic invoicing records in relation to the London Divestments;

       the rights to use manuals and other guidance which sets out the processes and procedures for each of the London Divestments to the  extent
       necessary for their ongoing operation and servicing of customers;

       the ownership of, or right to use, any IP rights currently used by the London Divestments, which are necessary for either the operation or
       the viability of the London Divestments;

       in line with applicable employment laws and other relevant legislation where necessary, the  personnel  shown  in  Annex  2  by  transfer,
       secondment or transitional services arrangements according to the needs of any Purchaser;

       unless otherwise agreed with the Purchaser, arrangements for the supply of finance (including accounting, billing and pay-roll)  and  I.T.
       systems (including network services and e-mail accounts) […].

  46. The London Divestments shall not include:

       any assets owned by customers on the sites on the London Divestments

       the servers, platforms and other hardware located at the London Divestments sites that support managed services provided by  the  Retained
       London Business or the group functions of the Retained London Business, including I.T. and finance systems. Provisions  will  be  made  to
       allow the Retained London Business to locate these assets on the London Divestments sites […];

       the personnel currently based at the London Divestments sites who perform shared group functions and are not included in the Personnel and
       all the hardware and equipment used by those personnel (including office and I.T. equipment);

       any network equipment necessary to allow the Retained London Business the benefit of the existing inter-site connectivity with the  London
       Divestments sites and the fibre optic leases to retain that inter-site connectivity;

       the ownership of, or right to use, any IP rights currently used by the London Divestments, not necessary for either the operation  or  the
       viability of the London Divestments;

       any brands or logos currently held, as owner or licencee, by Telecity or the Notifying Party;

       any rights to the telecitygroup.com or equinix.com websites or domain names;

       books and records required to be retained pursuant to any statute, rule, regulation or ordinance, provided  that  the  Purchaser(s)  shall
       obtain a copy of the same and shall be permitted access to the original of such books and records upon reasonable  request  during  normal
       business hours; or

       general books of account and books of original entry that comprise the  Notifying  Party’s  or  Telecity’s  or  any  of  their  Affiliated
       Undertaking’s permanent accounting or tax records.

  47. The London Divestments shall include provision for the Notifying Party or Telecity (as applicable) to access certain platforms  located  in
      the London Divestments sites that are required for the provision of managed services to customers by the Retained London Business. In  this
      respect, the London Divestments shall include the provision for the Notifying Party or Telecity (as applicable) to enter into  a  long-term
      colocation agreement with the Purchaser, with duration of at least […].

  48. If there is any asset or personnel which is not covered by paragraph 2 of this Schedule but which is both used (exclusively or not) in  the
      London Divestments and necessary for the continued viability and competitiveness of the London Divestments, that asset or personnel  or  an
      adequate substitute will be offered to potential purchasers.

Amsterdam Divestments

  49. In accordance with paragraph 5 of these Commitments, the Amsterdam Divestments includes, but is not limited to:

       the assets owned by Telecity which contribute to the current operation or which are necessary to ensure the viability and  competitiveness
       of the Amsterdam Divestments;

       all the licences, permits  and  authorisations  needed  to  operate  the  Amsterdam  Divestments,  including  any  licences,  permits  and
       authorisations received for on-going expansion projects and future developments in respect of the Amsterdam Divestments;

       the leases of the Amsterdam Divestments sites;

       any contracts relating to the construction and development of the expansion of the Amsterdam Divestments sites;

       the network equipment and benefit of the relevant portion  of  the  fibre  optic  leases  required  to  provide  the  existing  inter-site
       connectivity between the sites within the Amsterdam Divestments on the one hand and  between  the  Amsterdam  Divestments  sites  and  the
       Retained Amsterdam Business on the other hand.

      Where the current fibre optic connections are leased, the benefit of the relevant portion of fibre optic leases  to  connect  the  relevant
      network equipment will be transferred to the Purchaser on terms and conditions equivalent to those at present  afforded  to  the  Amsterdam
      Divestments.

      In the case of the fibre optic connection between Amstel Business Park I and Amstel Business Park II, which is currently owned by Telecity,
      a lease will be granted to the purchaser for the relevant portion of fibre optic connections to connect  the  relevant  network  equipment.
      This lease will be on terms and conditions substantially equivalent to similar arrangements to which Telecity is party.

      The Parties shall not unreasonably withhold or delay upgrades to the existing equipment or installation of new equipment that are necessary
      on the side of the Retained Amsterdam Business in order to perform capacity upgrades of the existing fibre optic  cables  providing  inter-
      site connectivity between the Amsterdam Divestments sites and the Retained Amsterdam Business.

      A long-term colocation agreement, with duration of at least […], will be put in place with the Retained Amsterdam Business in  relation  to
      the necessary network equipment at the end of the fibre optic connections in each  relevant  retained  data  centre,  with  all  terms  and
      conditions equivalent to those applied by Telecity prior to the Effective Date. […].

      Equivalent arrangements will also be put in place to allow  the  Retained  Amsterdam  Business  the  benefit  of  the  existing  inter-site
      connectivity with the Amsterdam Divestments. In this respect, the Retained Amsterdam Business will need to conclude a colocation  agreement
      with the Purchaser in each of the Amsterdam Divestments, on terms that are substantially the same as those provided to the Purchaser in the
      retained data centres;

   i. the contracts and commitments with the customers who contract only with the Amsterdam Divestments at the time of the divestment.

  ii. in respect of any customer or supply contracts that are shared with members of the Retained Amsterdam Business, the benefit of the  portion
      of those contracts which relates to the Amsterdam Divestments on terms and conditions equivalent  to  those  at  present  afforded  to  the
      Amsterdam Divestments,  including:

       any customer contracts shared between the Amsterdam Divestments and the Retained Amsterdam Business at the time  of  the  divestment.  The
       current list of these contracts is set out in Annex 3;

       the supply contract for power for Amstel Business Park I with […];

       the supply contract for power for Science Park with […]; and

       the supply contract for security with […]; and

       customer contract records, client relationship management records and historic invoicing records in relation to the Amsterdam Divestments;

       the rights to use manuals and other guidance which sets out the processes and procedures for each of  the  Amsterdam  Divestments  to  the
       extent necessary for their ongoing operation and servicing of customers;

       the ownership of, or right to use, any IP rights currently used by the Amsterdam Divestments, which are necessary for either the operation
       or the viability of the Amsterdam Divestments;

       in line with applicable employment laws and other relevant legislation where necessary, the  personnel  shown  in  Annex  4  by  transfer,
       secondment or transitional services arrangements according to the needs of any Purchaser; and

       unless otherwise agreed with the Purchaser, arrangements for the supply of finance (including accounting, billing and pay-roll)  and  I.T.
       systems (including network services and e-mail accounts) […].

  50. The Parties commit to enter into a contract with a developer (capable of being assigned to the Purchaser) under which  the  developer  will
      agree to expand Science Park to a net capacity of [between 5 and 8 MW and between 4,000 and 6,000 m2] by the end of  2016  (the  “Expansion
      Programme”) for a specified cost (the “Expansion Cost”). The contract shall contain provisions that shall have the substantive effect  that
      the full Expansion Programme will be carried out to substantially the same standard and quality to which  the  current  expansion  of  data
      centre capacity at Science Park is being carried out.

      The sale agreement for the Amsterdam Divestments shall provide that the purchase price payable by the Purchaser shall  be  reduced  by  the
      amount of the Expansion Cost not previously paid to the developer under the contract upon Closing and that the  Purchaser  must  set  aside
      such reduction and use it to pay the remaining portion of the Expansion Cost to the developer.

  51. The Amsterdam Divestments shall not include:

       any assets owned by customers on the sites on the Amsterdam Divestments;

       the servers, platforms and other hardware located at the Amsterdam Divestments sites that support the  group  functions  of  the  Retained
       Amsterdam Business, including I.T. and finance systems. Provisions will be made to allow the Retained Amsterdam Business to  locate  these
       assets on the Amsterdam Divestments sites […];

       the personnel currently based at the Amsterdam Divestments sites who perform shared group functions and are not included in the  Personnel
       and all the hardware and equipment used by those personnel (including office and I.T. equipment);

       any network equipment necessary to allow the Retained Amsterdam Business the benefit of the  existing  inter-site  connectivity  with  the
       Amsterdam Divestments sites and the fibre optic leases to retain that inter-site connectivity;

       ownership of the fibre optic connection between Amstel Business Park I and Amstel Business Park II, and, […];

       the ownership of, or right to use, any IP rights currently used by Amsterdam Divestments, not necessary for either the  operation  or  the
       viability of the Amsterdam Divestments;

       any brands or logos currently held, as owner or licencee, by Telecity;

       any rights to the telecitygroup.com websites or domain names;

       books and records required to be retained pursuant to any statute, rule, regulation or ordinance, provided  that  the  Purchaser(s)  shall
       obtain a copy of the same and shall be permitted access to the original of such books and records upon reasonable  request  during  normal
       business hours; or

       general books of account and books of original entry that comprise Telecity’s or an Affiliated Undertaking’s permanent accounting  or  tax
       records.

  52. If there is any asset or personnel which is not covered by paragraph 6 of this Schedule but which is both used (exclusively or not) in  the
      Amsterdam Divestments and necessary for the continued viability and competitiveness of the Amsterdam Divestments, that asset  or  personnel
      or an adequate substitute will be offered to potential purchasers.

Frankfurt Divestment

  53. In accordance with paragraph 5 of these Commitments, the Frankfurt Divestment includes, but is not limited to:

       the assets owned by Telecity which contribute to the current operation or which are necessary to ensure the viability and  competitiveness
       of the Frankfurt Divestment;

       all the licences,  permits  and  authorisations  needed  to  operate  the  Frankfurt  Divestment,  including  any  licences,  permits  and
       authorisations received for future developments in respect of the Frankfurt Divestment;

       the lease of the site at Lyonerstrasse;

       the network equipment and benefit of the relevant  portion  of  the  fibre  optic  lease  required  to  provide  the  existing  inter-site
       connectivity between Lyonerstrasse and Telecity’s Gutleutstrasse data centre.

      The benefit of the relevant portion of fibre optic leases to connect the relevant network equipment will be transferred to the Purchaser on
      terms and conditions equivalent to those at present afforded to the Frankfurt Divestment.

      The Parties shall not unreasonably withhold or delay upgrades to the existing equipment or installation of new equipment that are necessary
      on the side of the Retained Frankfurt Business in order to perform capacity upgrades of the existing fibre optic  cables  providing  inter-
      site connectivity between the Frankfurt Divestment site and the Retained Frankfurt Business.

      A long-term colocation agreement, with duration of at least […] will be put in place with the Retained Frankfurt Business  in  relation  to
      the necessary network equipment at the end of the fibre optic connections in the retained Telecity data centre. […], with all  other  terms
      and conditions equivalent to those applied by Telecity prior to the Effective Date.

      Equivalent arrangements will also be put in place to allow the Retained Frankfurt Business the  benefit  of  inter-site  connectivity  with
      Lyonerstrasse.  In this respect, the Retained Frankfurt Business will need to conclude a colocation agreement with  the  Purchaser  in  the
      Frankfurt Divestment, on terms that are substantially the same as those provided to the Purchaser in the retained data centres;

       the contracts and commitments with the customers and suppliers who contract only  with  the  Frankfurt  Divestment  at  the  time  of  the
       divestment, including:

       a supply contract for power with […]; and

       the contracts and commitments with the customers who contract only with the Frankfurt Divestment at the time of the divestment.;

       in respect of any customer contracts that are shared with members of the Retained Frankfurt Business at the time of  the  divestment,  the
       benefit of the portion of those contracts which relates to the Frankfurt Divestment on terms and conditions equivalent to those at present
       afforded to the Frankfurt Divestment. The current list of those contracts is set out in Annex 5;

       customer contract records, client relationship management records and historic invoicing records in relation to the Frankfurt Divestment;

       the rights to use manuals and other guidance which sets out the processes and procedures for each  of  the  Frankfurt  Divestment  to  the
       extent necessary for its ongoing operation and servicing of customers;

       the ownership of, or right to use, any IP rights currently used by the Frankfurt Divestment, which are necessary for either the  operation
       or the viability of the Frankfurt Divestment;

       in line with applicable employment laws and other relevant legislation where necessary, the  personnel  shown  in  Annex  6  by  transfer,
       secondment or transitional services arrangements according to the needs of any Purchaser; and

       unless otherwise agreed with the Purchaser, arrangements for the supply of finance (including accounting, billing and pay-roll)  and  I.T.
       systems (including network services and e-mail accounts) […].

  54. The Frankfurt Divestment shall not include:

       any assets owned by customers on the sites on the Frankfurt Divestment;

       any servers, platforms and other hardware located at the Frankfurt Divestment site that  support  the  group  functions  of  the  Retained
       Frankfurt Business, including I.T. and finance systems. Provisions will be made to allow the Retained Frankfurt Business to  locate  these
       assets on the Frankfurt Divestment site […];

       any personnel currently based at the Frankfurt Divestment site who perform shared group functions and are not included  in  the  Personnel
       and all the hardware and equipment used by those personnel (including office and I.T. equipment);

       any network equipment necessary to allow the Retained Frankfurt Business the benefit of inter-site connectivity with Lyonerstrasse and the
       fibre optic leases to retain that inter-site connectivity;

       the ownership of, or right to use, any IP rights currently used by the Frankfurt Divestment, not necessary for either the operation or the
       viability of the Frankfurt Divestment;

       any brands or logos currently held, as owner or licencee, by Telecity;

       any rights to the telecitygroup.com websites or domain names;

       books and records required to be retained pursuant to any statute, rule, regulation or ordinance, provided  that  the  Purchaser(s)  shall
       obtain a copy of the same and shall be permitted access to the original of such books and records upon reasonable  request  during  normal
       business hours; or

       general books of account and books of original entry that comprise Telecity’s or an Affiliated Undertaking’s permanent accounting  or  tax
       records.

  55. If there is any asset or personnel which is not covered by paragraph 10 of this Schedule but which is both used (exclusively or not) in the
      Frankfurt Divestment and necessary for the continued viability and competitiveness of the Frankfurt Divestment, that asset or personnel  or
      an adequate substitute will be offered to potential purchasers.

                                                                     ANNEXES

|Annex 1                                        |London Divestments –  Shared Customer Contracts                                  |
|Annex 2                                        |London Divestments –  Personnel                                                  |
|Annex 3                                        |Amsterdam Divestments –  Shared Customer Contracts                               |
|Annex 4                                        |Amsterdam Divestments –  Personnel                                               |
|Annex 5                                        |Frankfurt Divestment –  Shared Customer Contracts                                |
|Annex 6                                        |Frankfurt Divestment –  Personnel                                                |

                                                                   Case M. 7678

                                                      COMMITMENTS TO THE EUROPEAN COMMISSION

                                                                     ANNEXES

                                                                     Annex 1

                                                  London Divestments – Shared Customer Contracts

Attached separately

                                                                     Annex 2

                                                          London Divestments - Personnel

Details of personnel employed at Bonnington House

|Department                                                      |Personnel                                                       |
|Data Centre Manager                                             |[…]                                                             |
|Facilities Manager                                              |[…]                                                             |
|Customer Service Assistant                                      |[…]                                                             |
|Senior Customer Service Engineer                                |[…]                                                             |
|Customer Service Engineer                                       |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of personnel employed at Sovereign House

|Department                                                      |Personnel                                                       |
|Data Centre Manager                                             |[…]                                                             |
|Facilities Manager                                              |[…]                                                             |
|Customer Service Assistant                                      |[…]                                                             |
|Data Centre Support Assistant                                   |[…]                                                             |
|Data Centre Support Administrator                               |[…]                                                             |
|Senior Customer Service Engineer                                |[…]                                                             |
|Customer Service Engineer                                       |[…]                                                             |
|General Assistant                                               |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of personnel employed at Meridian Gate

|Department                                                      |Personnel                                                       |
|Data Centre Manager                                             |[…]                                                             |
|Facilities Manager                                              |[…]                                                             |
|Customer Service Assistant                                      |[…]                                                             |
|Customer Service Engineer                                       |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of personnel employed at Oliver’s Yard

|Department                                                      |Personnel                                                       |
|Data Centre Manager                                             |[…]                                                             |
|Facilities Manager                                              |[…]                                                             |

|Data Centre Support Administrator                               |[…][115]                                                        |
|Senior Customer Service Engineer                                |[…]                                                             |
|Customer Service Engineer                                       |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of personnel employed at West Drayton

|Department                                                      |Personnel                                                       |
|Data Centre Manager                                             |[…]                                                             |
|Customer Operations Employees                                   |[…]                                                             |
|Technical Facilities Employees                                  |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of central personnel for the London Divestments

|Role / Department                                               |Personnel                                                       |
|Managing Director                                               |[…]                                                             |
|Operations Management                                           |[…]                                                             |
|Sales and marketing                                             |[…]                                                             |
|Finance and Admin                                               |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Key personnel

|Role                                                            |Name                                                            |
|Managing Director                                               |[…]                                                             |
|Sales Director                                                  |[…]                                                             |
|Finance Director                                                |[…]                                                             |
|Operations Director                                             |[…]                                                             |
|Data Centre Manager (Bonnington House)                          |[…]                                                             |
|Data Centre Manager (Sovereign House)                           |[…]                                                             |
|Data Centre Manager (Meridian Gate)                             |[…]                                                             |
|Data Centre Manager (Oliver’s Yard)                             |[…]                                                             |
|Data Centre Manager (West Drayton)                              |[…]                                                             |

                                                                      Annex 3

                                                Amsterdam Divestments – Shared Customer Contracts

                                                               Attached separately

                                                                     Annex 4

                                                        Amsterdam Divestments – Personnel

Details of personnel employed at AMS01

|Department                                                      |Personnel                                                       |
|Data Centre Manager / Site Supervisor                           |[…]                                                             |
|Network Engineers                                               |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of personnel employed at AMS04

|Department                                                      |Personnel                                                       |
|Data Centre Manager / Senior Engineer                           |[…]                                                             |
|Network Engineer                                                |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of central roles for the Amsterdam Divestments

|Role / Department                                               |Personnel                                                       |
|Operational Management                                          |[…]                                                             |
|Sales and Marketing                                             |[…]                                                             |
|Finance and Admin                                               |[…]                                                             |
|Managing Director                                               |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Key employees

|Role                                                            |Personnel                                                       |
|Managing Director                                               |[…]                                                             |
|Sales Director                                                  |[…]                                                             |
|Finance Director                                                |[…]                                                             |
|Data Centre Manager / Site Supervisor                           |[…]                                                             |
|(Science Park)                                                  |                                                                |
|Data Centre Manager / Senior Engineer                           |[…]                                                             |
|(Amstel Business Park I)                                        |                                                                |

                                                                     Annex 5

                                                 Frankfurt Divestment – Shared Customer Contracts

                                                               Attached separately

                                                                     Annex 6

                                                         Frankfurt Divestment – Personnel

Details of personnel employed at FRA02 (Lyonerstrasse)

|Department                                                      |Personnel                                                       |
|Operations Manager / Site Manager                               |[…]                                                             |
|Data Centre Support Technician                                  |[…]                                                             |
|Part-time Data Centre Support Technician                        |[…]                                                             |
|Facility Manager- Electrical                                    |[…]                                                             |
|Facility Manager- Mechanical                                    |[…]                                                             |
|Janitor                                                         |[…]                                                             |
|Part-time Temporary Worker                                      |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Details of central personnel for the Frankfurt Divestment

|Role / Department                                               |Personnel                                                       |
|Managing Director                                               |[…]                                                             |
|Sales Director                                                  |[…]                                                             |
|Finance Manager                                                 |[…]                                                             |
|Part-time HR Manager                                            |[…]                                                             |
|TOTAL                                                           |[…]                                                             |

Key employees

|Role                                                            |Personnel                                                       |
|Managing Director                                               |[…]                                                             |
|Sales Director                                                  |[…]                                                             |
|Finance Manager                                                 |[…]                                                             |
|Operations Manager / Site Manager                               |[…]                                                             |

|M.7678 COMMITMENTS – ANNEX 1                                 |                          |                          |                            |
|Customer overlap in 2014 between Bonnington House and retained Telecity London data centres                                                      |
|                                                             |Retained Telecity data centres                                                     |
|Customers of Telecity data centre Lon1                       |Overlap with Lon2         |Overlap with Lon5         |Overlap with Lon10          |
|[…]                                                          |[…]                       |[…]                       |[…]                         |
|                                                             |                          |                          |                            |

|M.7678 COMMITMENTS – ANNEX  1                                |                          |                          |                            |
|Customer overlap in 2014 between Sovereign House and retained Telecity London data centres                                                       |
|                                                             |Retained Telecity data centres                                                    |
|Customers of Telecity data centre Lon3                       |Overlap with Lon2         |Overlap with Lon5         |Overlap with Lon10          |
|[…]                                                          |[…]                       |[…]                       |[…]                         |

|M.7678 COMMITMENTS – ANNEX  1                                |                          |                          |                            |
|Customer overlap in 2014 between Meridian Gate and retained Telecity London data centres                                                       |
|                                                             |Retained Telecity data centres                                                    |
|Customers of Telecity data centre Lon4                       |Overlap with Lon2         |Overlap with Lon5         |Overlap with Lon10          |
|[…]                                                          |[…]                       |[…]                       |[…]                         |

|M.7678 COMMITMENTS – ANNEX  1                               |                          |                          |                           |
|Customer overlap in 2014 between Oliver's Yard and retained Telecity London data centres                                                      |
|                                                            |Retained Telecity data centres                                                   |
|Customers of Telecity data centre Lon7                      |Overlap with Lon2         |Overlap with Lon5         |Overlap with Lon10         |
|[…]                                                         |[…]                       |[…]                       |[…]                        |

|M.7678 COMMITMENTS - ANNEX  1                               |                       |                      |                          |            |
|Customer overlap in 2014 between West Drayton and retained Equinix London data centres                                                            |
|                                                        |Retained Equinix data centres                                                           |
|Customers of Equinix data centre LD2                    |Overlap with LD1      |Overlap with LD3    |Overlap with LD4    |Overlap with LD5      |
|[…]                                                     |[…]                   |[…]                 |[…]                 |[…]                   |

|M.7678 COMMITMENTS – ANNEX  3                                  |                           |                           |                           |
|Customer overlap in 2014 between Ams01 and retained Telecity Amsterdam data centres                                                               |
|                                                               |Retained Telecity data centres                                                    |
|Customers of Telecity data centre Ams01                        |Overlap with Ams02         |Overlap with Ams03         |Overlap with Ams05         |
|[…]                                                            |[…]                        |[…]                        |[…]                        |
|                                                               |                           |                           |                           |

|M.7678 COMMITMENTS – ANNEX  3                                  |                           |                           |                           |
|Customer overlap in 2014 between Ams04 and retained Telecity Amsterdam data centres                                                               |
|                                                               |Retained Telecity data centres                                                    |
|Customers of Telecity data centre Ams04                        |Overlap with Ams02         |Overlap with Ams03         |Overlap with Ams05         |
|[...]                                                          |[...]                      |[...]                      |[...]                      |
|                                                               |                           |                           |                           |

|M.7678 COMMITMENTS - ANNEX  5                                              |                                            |
|Customer overlap in 2014  between Lyonerstrasse and Gutleutstrasse                                                      |
|                                                                           |Retained telecity data centres              |
|Customers of Telecity data centre Fra2                                     |Overlap with Fra1                           |
|[…]                                                                        |[…]                                         |
|                                                                           |                                            |

-----------------------
[1]   OJ L 24, 29.1.2004, p. 1 ('the Merger Regulation'). With effect from 1 December 2009, the Treaty on the Functioning of the  European  Union
('TFEU') has introduced certain changes, such as the replacement of 'Community'  by  'Union'  and  'common  market'  by  'internal  market'.  The
terminology of the TFEU will be used throughout this decision.

[2]   OJ L 1, 3.1.1994, p.3 ("the EEA Agreement").

[3]   See paragraph 4.1.

[4]   See paragraph (7).

[5]   Under managed IT services Equinix reports revenues derived from the provision of the so-called “smart hands” service consisting of  on-site
maintenance and other business continuity services.

[6]   A court-sanctioned scheme of arrangements is a statutory process under Part 26 of the UK Companies Act 2006 whereby a company can  make  an
arrangement with its shareholders to sell their shares to another company.

[7]   Equinix also has the option, instead of implementing the court-sanctioned scheme, to acquire Telecity's shares by way of a  takeover  offer
under Part 28 of the UK Companies Act 2006.

[8]   The aggregate worldwide turnover of all the undertakings concerned is below EUR 5 000 million (Equinix: EUR 1 836  million;  Telecity:  EUR
432 million).

[9]   See, for Equinix, Form CO, page, 21, Figure 6.2. For Telecity, […]% is the average for the four metros concerned: see Form  CO,  pages  82,
135, 180 and 218, Figures 6.12, 6.40, 6.69 and 6.95.

[10]  Equinix's interconnection revenue, according to the Notifying Party represented […]% of the total revenue in 2014 in the four metros  ([…]%
in Amsterdam, […]% in London and […]% in Frankfurt and Paris), […].  Telecity's  interconnection  revenue,  according  to  the  Notifying  Party,
accounted for […]% of total revenue ([…]% in Amsterdam, […]% in Frankfurt, […]% in London and […]% in Paris). […]

[11]  Data centre providers establish fibre connections ("tethers") between their own data  centres  in  order  to  provide  the  option  to  the
customers in the new data centres to connect to existing customers located in the older data centres with no spare capacity. However,  there  are
also examples of competing data centres being tethered together.

[12]  BoR (12) 130, page 25.

[13]  https://www.euro-ix.net/tools/ixp-service-matrix/

[14]  According to the Parties, citing the Broadgroup report, 21% of the total data centre space in Western Europe is currently  outsourced,  and
this share is expected to increase to 31% in 2018.

[15]  The exact segmentation of customers varies across data centre providers.

[16]  Latency is the wait time introduced by the communication signal travelling the geographical distance between two points  as  well  as  over
the various pieces of communications equipment. Network latency is an expression of how much time it takes for a packet of data to get  from  one
designated point to another.

[17]  […].

[18]  Commission decision in Case M.6166 - DEUTSCHE BÖRSE/NYSE EURONEXT of 1 February 2012; Commission decision in Case  M.6873  Intercontinental
Exchange/NYSE EURONEXT of 24 June 2013, paragraph 138.

[19]  Commission decision in Case M.2648 KPNQWEST / EBONE / GTS   of 16 January 2002, paragraph  19;  Commission  decision  in  Case  M.6967  BNP
Paribas Fortis/Belgacom/Belgian Mobile Wallet of 11 October 2013, paragraphs 118-121.

[20]  Commission decision in Case M.6921 IBM Italia/Ubis of 19 June 2013, paragraph 17 and Commission decision in Case  M.7458  IBM/INF  Business
of Deutsche Lufthansa, paragraph 20.

[21]  See replies to Q2 – questionnaire to customers, question 4.

[22]  In-house data centre facilities they use cover less than 10% of the company's needs for data centre services.

[23]  See replies to Q1 – questionnaire to competitors, question 3.

[24]  See replies to Q2 – questionnaire to customers, question 5.

[25]  See replies to Q1 – questionnaire to competitors, question 4.

[26]  See replies to Q2 – questionnaire to customers, question 6.

[27]  In particular, it provides racks, cages and suites, traditionally offered  by  retailers  only:  http://www.globalswitch.com/services-data-
centre-space/

[28]  See replies to Q2 – questionnaire to customers, question 10.

[29]  See replies to Q2 – questionnaire to customers, question 10.1.

[30]  See replies to Q1 – questionnaire to competitors, question 9.

[31]  See replies to Q1 – questionnaire to competitors, question 10.

[32]  See replies to Q1 – questionnaire to competitors, question 10.1. A competitor states that it may not always be possible to  build  a  fence
around a data centre to increase security. Another competitor considers that it would be expensive to modify  power  density  or  resilience  and
that it would be difficult to achieve network or community factor density.

[33]  Which corresponds to the minimum latency for a round-trip time for electronic signals (from the user's location within the "metro" area  to
the data centre and back to the user, as signals cannot travel faster  than  the  speed  of  light),  in  addition  to  other  delays  caused  by
electronics, processing, etc. A few milliseconds seem to be a reasonable round-trip time for most applications, but some specific services,  such
as financial trading platforms, require a lower latency.

[34]  As financial services companies require very low latency access to trading platforms and stock  exchanges  they  aim  at  installing  their
servers as closely as possible to the respective location of each trading platform/stock exchange in order to ensure minimum latency.

[35]  Commission decision in Case M.6166 - DEUTSCHE BÖRSE/NYSE EURONEXT of 1 February 2012, page 36, recital 187.

[36]  See replies to Q2 – questionnaire to customers, question 17.

[37]  See replies to Q2 – questionnaire to customers, question 17.1.

[38]  See replies to Q2 – questionnaire to customers, question 18.

[39]  See replies to Q2 – questionnaire to customers, question 15.1.

[40]  See replies to Q2 – questionnaire to customers, question 15.2.

[41]  See replies to Q2 – questionnaire to customers, question 16.

[42]  See replies to Q1 – questionnaire to competitors, question 12.

[43]  See replies to Q1 – questionnaire to competitors, question 13.

[44]  See replies to Q1 – questionnaire to competitors, question 14.

[45]  See IHS Multi-Tenant Data Centre Market Tracker reports.

[46]  The Commission notes that the competitive assessment of the proposed transaction would not materially differ even if  the  Commission  were
to identify a relevant market including carrier-neutral datacentres and carrier-owned datacentres that offer a comparable level of  connectivity,
which, based on the market investigation, is the key differentiator between these types of datacentres, in each of the  relevant  metros,  namely
KPN, Verizon Terremark, Colt, AT&T and Level 3 in Amsterdam, Colt, Verizon, AT&T and Level 3 in London and Level 3, BT, Colt,  Verizon  and  AT&T
in Frankfurt. Indeed, the market share of the Parties for 2014 by revenue would only be marginally higher in  this  scenario  ([5-10]  percentage
points in Amsterdam, [0-5] percentage points in London and [0-5] percentage points in Frankfurt) and the competitive  dynamics  in  each  of  the
relevant markets would be very similar to those identified in Section 5 in relation to the market comprising carrier-neutral datacentres and  all
carrier-owned datacentres.

[47]  Customer churn, also known as customer turnover or customer defection, is the amount of customers  or  subscribers  who  move  out  from  a
service or ceases a relationship with a provider during a given time period.

[48]  Form CO, paragraph 6.63. "The result is an industry characterised by low churn rates – Equinix’s average  quarterly  churn  rates  from  Q1
2014 to Q1 2015 were […]% in Amsterdam, […]% in Frankfurt, […]% in London and […]% in Paris. Telecity’s total average  quarterly  churn  rate  in
2014 is estimated to be […]% for the UK, […]% for the Netherlands, […]% for Germany, and […]% for France. The average quarterly  churn  rate  for
business lost to competitors is […] (estimated to be […] per quarter across all four countries)."

[49]  See replies to Q1 – questionnaire to competitors, question 15.

[50]  Form CO, paragraph 6.63.

[51]  See replies to Q2 – questionnaire to customers, question 13.

[52]  Nationaal Instituut voor Kernfysica en Hoge-Energiefysica ("Nikhef") is the National Institute for Nuclear Physics and High Energy  Physics
in Amsterdam.

[53]  […]

[54]  http://www.telecitygroup.com/our-company/news/2015/telecitygroup-opens-new-96-mw-data-centre-in-amsterdam.htm

[55]  […]

[56]  See replies to Q2 – questionnaire to customers, questions 23 and 24. See also See replies to Q1 – questionnaire to  competitors,  questions
19 and 20.

[57]  Form CO, Table 6.47.

[58]  See replies to Q2 – questionnaire to customers, question 42.

[59]  See footnote 55.

[60]  See replies to Q2 – questionnaire to customers, questions 23 and 24. See also See replies to Q1 – questionnaire to  competitors,  questions
19 and 20.

[61]  See replies to Q2 – questionnaire to customers, question 41.

[62]  See replies to Q2 – questionnaire to customers, question 41.1.

[63]  […].

[64]  Form CO, page 197, paragraph 6.422.

[65]  Form CO, page 186, Table 6.74.

[66]  See footnote 55.

[67]  See replies to Q2 – questionnaire to customers, questions 23 and 24. See also See replies to Q1 – questionnaire to  competitors,  questions
19 and 20.

[68]  Carrier-neutral market in Paris includes KDDI-Telehouse but excludes carrier-owned Verizon, Colt, Completel, Interoute, AT&T and Level3.

[69]  Form CO, page 238, paragraph 6.528.

[70]  Form CO, page 220, Table 6.97.

[71]  Form CO, page 222, Table 6.98.

[72]  Form CO, page 224, Table 6.101.

[73]  See Guidelines on the assessment of horizontal mergers under the Council Regulation on the control of concentrations  between  undertakings
('Horizontal Merger Guidelines'), OJ C 31, 5.2.2004, p. 9, paragraph 72.

[74]  Case No COMP/M.7217 – Facebook / Whatsapp, paragraph 127.

[75]  Form CO, Annex 4, paragraph 1.4. Because: i) the competitors identified have spare capacity and  provide  a  sufficient  range  of  quality
network providers, ii) the merger does not change competition  dynamics  for  highly-connected  data  centres,  iii)  […],  and  iv)  the  recent
introduction of Cloud Exchange solutions does not involve a major competitive advantage.

[76]  Form CO, Annex 4, page 9, footnote 22: "[…]"

[77]  Form CO, paragraph 8.11. With respect to network effects arising from having an established customer base, the Notifying Party argues  that
the percentage of Equinix's new contracts which is generated from existing customers is in the range of […], being Telecity's  share  about  […]%
of new wins.

[78]  Form CO, paragraph 6.35. As regards highly connected data centres, the Notifying Party states that there  is  no  strict  definition  of  a
"high connectivity" data centre, but these are usually data centres that host a very large  number  of  network  providers  and  other  potential
private peering counterparties able to offer direct connections for data carriage, often including hosting access to infrastructure of  a  public
Internet exchange.

[79]  Form CO, paragraph 6.99. The Notifying Party provides a number of examples for the distribution of its customers on the number  of  network
provider cross-connect counterparties ([…]). […].

[80]  Interxion's reply to Q1 to competitors, question 32.1.

[81]  Form CO, paragraphs 8.9 and 8.10.

[82]  See NL-IX reply to Q2 - questionnaire to customers, question 2.1 and LINX reply to Q2 -  questionnaire  to  customers,  questions  4.1  and
11.3.1.

[83]  Guidelines on the assessment of non-horizontal mergers under the Council Regulation on the control of concentrations  between  undertakings
(2008/C 265/07), paragraph 91.

[84]  Form CO, page 34, footnote 41.

[85]  "The main concern in the context of conglomerate mergers is that of foreclosure. The combination of products in related markets may  confer
on the merged entity the ability and incentive to leverage a strong market position from one market to another by means of tying or  bundling  or
other exclusionary practices", Guidelines on  the  assessment  of  non-horizontal  mergers  under  the  Council  Regulation  on  the  control  of
concentrations between undertakings (2008/C 265/07), paragraph 93.

[86]  […].

[87]  See Notifying Party's Paper on public internet exchanges submitted to the Commission on 1 October 2015.

[88]  A public exchange will typically locate its “core” nodes and “edge” nodes in data centres, as do the London Internet Exchange  (LINX),  the
Amsterdam Internet Exchange (AMS-IX) or the German Internet Exchange (DE-CIX).

[89]  “In order to be able to foreclose competitors, the new entity must have a significant degree of market power, which  does  not  necessarily
amount to dominance, in one of the markets concerned”, Guidelines on the assessment of non-horizontal mergers under  the  Council  Regulation  on
the control of concentrations between undertakings (2008/C 265/07), paragraph 99.

[90]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 2.

[91]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 1.

[92]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 4.1.

[93]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 5.1.

[94]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 3.1.

[95]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 3.2.

[96]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 5.2.

[97]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 4.3.

[98]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 3.3.

[99]  See replies to questionnaire "Proposed Commitments" of 27 October 2015, questions 6 and 9.

[100]       See replies to questionnaire "Proposed Commitments" of 27 October 2015, questions 16 and 19.

[101]       See replies to questionnaire "Proposed Commitments" of 27 October 2015, questions 22 and 24.

[102]       See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 29.

[103]       See replies to questionnaire "Proposed Commitments" of 27 October 2015, question 36.

[104]       OJ 2008/C 267/01, paragraph 5.

[105]       Remedies Notice, Paragraph 6.

[106]       Remedies Notice, Paragraph 9.

[107]       Remedies Notice, Paragraph 81.

[108]       Case T-177/04 easyJet v Commission, T:2006:187, Paragraph 197.

[109]       Remedies Notice, Paragraph 10.

[110]       Remedies Notice, Paragraph 19.

[111]       Remedies Notice, paragraph 23-25.

[112]       In close proximity to both Science Park (approx. 4 km) and the Southeast approx. 5 km)

[113]       The expansion, […] could take an estimated by the Notifying Party […] to complete. […].

[114]       […].

[115] […]

-----------------------
 In the published version of this decision, some information has been omitted pursuant to Article 17(2) of Council Regulation (EC)  No  139/2004
 concerning non-disclosure of business secrets and other confidential information.  The  omissions  are  shown  thus  […].  Where  possible  the
 information omitted has been replaced by ranges of figures or a general description.

                                                                  PUBLIC VERSION

                                                                 MERGER PROCEDURE