UK ASSIGNMENT AGREEMENT 2Assignment Agreement |
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Intelligroup Europe Limited Co | Novasoft Information Technology (Europe) Limited (Co. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here. |
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Exhibit 10.1
UK ASSIGNMENT AGREEMENT 2
THIS AGREEMENT is made on this 22nd day of August 2007, between Novasoft Information Technology (Europe) Limited (Co. No.3653100) a corporation incorporated and existing under the laws of England and having its principal place of business at 7/8, Shenley Pavillions, Chalkdell Drive, Shenley Wood, Milton Keynes, MKS 6LB (hereinafter referred to as “ the Assignor”, which expression shall mean and include its representatives, successors and permitted assigns) of the ONE PART;
AND
Intelligroup Europe Limited (Co no. 03205142) a company incorporated under the laws of England , and having its registered office at Challenge House, Sherwood Drive, Bletchley, Buckinghamshire, MK3 6DP (hereinafter referred to as “the Assignee” which expression shall mean and include its representatives, successors and permitted assigns) of the SECOND PART.
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1. |
The Assignor and the Assignee entered into a Master Assignment Agreement on 8th June 2007 referred to hereinafter as the “UK Assignment Agreement” |
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2. |
Clause 4 of the UK Assignment Agreement detailed the various conditions precedent that needed to be completed for Closing of the agreement to take place. |
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Clause 3 of the UK Assignment Agreement provided for automatic determination of the Agreement if Closing did not take place within 8 weeks and the parties agree and confirm that the Agreement has determined |
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4. |
And the Assignor and the Assignee hereby agree to enter into a new agreement (hereinafter referred to as the “UK Assignment Agreement 2”) on the same terms as the UK Assignment Agreement (subject to the amendments as specified in Clause 5 hereof) with Closing to take place by 13.00 UK time on 15th September 2007 and if Closing does not take place by then the UK Assignment Agreement shall terminate without any further act of the Parties. |
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5. |
The Assignor and the Assignee agree the following amendments to the UK Assignment Agreement: |
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a. |
The consideration agreed to in Clause 2.5(i) of the UK Assignment agreement will be reduced from USD 1.7 million to USD 1.6 million and further adjusted by the amount transferred to the Escrow Account referred to in clause b below. |
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