Exhibit 10.20
ASSIGNMENT AND ASSUMPTION
AGREEMENT
THIS ASSIGNMENT AND ASSUMPTION
AGREEMENT (this “ Agreement ”) is entered into
as of April 16, 2008 (the “ Effective Date
”), by and between Welsh, Carson, Anderson & Stowe
IX, L.P., a Delaware limited partnership (“ Assignor
”), Local Insight Regatta Holdings, Inc., a Delaware
corporation (“ Assignee ”), and Local Insight
Media, Inc., a Delaware corporation (“ Consultant
”). Assignor, Assignee and Consultant are each individually
referred to herein as a “ Party ,” and
collectively referred to as the “ Parties
.”
RECITALS
WHEREAS, Assignor desires to assign
to Assignee, and Assignee desires to assume, all Assignor’s
rights and obligations under that certain Consulting Agreement (the
“ Consulting Agreement ”) dated as of
January 3, 2007, by and between Assignor and
Consultant;
WHEREAS, the Consulting Agreement
permits Assignor to assign its rights and obligations under the
Consulting Agreement with Consultant’s prior written consent;
and
WHEREAS, Consultant is prepared to
consent to Assignor’s assignment of its rights and
obligations under the Consulting Agreement to Assignee;
NOW THEREFORE, for good and valuable
consideration, the sufficiency of which is hereby acknowledged, the
Parties agree as follows:
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1.
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Assignment
and Assumption .
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1.1 Assignor hereby assigns,
transfers and sets over to Assignee, and Assignee hereby assumes,
all Assignor’s right, title, interest, powers, privileges,
remedies, duties, liabilities and obligations under the Consulting
Agreement. As of the Effective Date, Assignee shall become entitled
to all such right, title, interest, powers, privileges and remedies
of Assignor and subje
