Uagh Inc Watch

from 8-K 33 pages [Vanco] Asset Purchase Agreement

from 10-Q 6 pages Reference Is Made to That Certain Stock Purchase Agreement (The “Purchase Agreement”), Dated as of April 7, 2003, Between Citynet Telecommunications, Inc. (“Citynet”) and Universal Access Global Holdings Inc. (“Uaxs”). Capitalized Terms Used Herein Without Definition Shall Have the Meanings Assigned to Such Terms in the Purchase Agreement

from SC 13D ~50 pages Stock Purchase Agreement

from 8-K 1 page This Letter Shall Confirm Our Agreement That, Notwithstanding Anything to the Contrary Contained in the Purchase Agreement, (A) Any Options or Warrants to Purchase Common Stock of Uaxs Outstanding on the Closing Date That Have a Strike Price in Excess of $1.00 Per Share (As Adjusted for Any Stock Splits, Dividends and Similar Events) (The "Excluded Options"), Other Than Any Such Options or Warrants Held by Broadmark (Which Shall Be Included in Such Calculation), Shall Be Deemed Not to Be Outstanding on the Closing Date for Purposes of Calculating the Number of Shares to Be Received by Citynet on the Closing Date and (B) If, at Any Time and From Time to Time, Any Excluded Options Shall Be Exercised by the Holder Thereof, Uaxs Promptly (And, in Any Event, Within 10 Business Days) Shall Issue and Deliver to Citynet the Number of Additional Shares Equal to 55% of the Number of Excluded Options So Exercised (Rounded Upwards to the Nearest Share). Please Acknowledge Your Agreement to the Foregoing by Signing Where Indicated Below and by Returning This Letter to US. Very Truly Yours, Citynet Telecommunications, Inc. By: /S/ Emilio Pardo Name: Emilio Pardo Title: Chief Executive Officer Acknowledged and Agreed as of the Date First Set Forth Above: Universal Access Global Holdings, Inc. By: /S/ Lance B. Boxer Name: Lance B. Boxer Title: President and Chief Executive Officer

from 8-K ~50 pages Stock Purchase Agreement by and Between Citynet Telecommunications, Inc. and Universal Access Global Holdings Inc. April 7, 2003

from 10-Q ~5 pages Plan of reorganization, merger, acquisition or similar