Exhibit 10.2
THIRD AMENDMENT TO
MASTER PROFESSIONAL SERVICES
AGREEMENT
BY AND BETWEEN
MACRO*WORLD RESEARCH
CORPORATION
AND
GENPACT INTERNATIONAL, INC. ,
HUNGARIAN BRANCH
DATED: March 23,
2009
THIRD AMENDMENT TO
MASTER PROFESSIONAL SERVICES
AGREEMENT
This Third Amendment (the “ Amendment ”) entered
into and effective March 23, 2009 amends that certain Master
Professional Services Agreement dated as of November 30, 2005
(as amended, modified and supplemented from time to time, the
“ Agreement ”) by and between Macro*World
Research Corporation, a North Carolina corporation having a
principal place of business at 301 S. College Street,
Charlotte, NC 28288 (“ Wachovia ”) and Genpact
International, Inc. (as successor in business to Genpact
International, S.A.R.L.), a Delaware corporation with an office at
1251 Avenue of the Americas, New York, NY 10020, acting through its
Hungarian Branch, having its principal place of business at Duna
Plaza Offices, 4th Floor, H-1138, Budapest Váci út
178, Hungary (“ Genpact ”).
WHEREAS, Wachovia and Genpact are parties to the Agreement and have
agreed to amend the Agreement as provided herein.
NOW, THEREFORE, in consideration of
the mutual promises and covenants contained herein, and of other
good and valid consideration, the receipt and sufficiency of which
are hereby acknowledged, Wachovia and Genpact hereby agree as
follows:
AMENDMENTS TO THE AGREEMENT
1.
Section 4.8, “Key
Wachovia Competitors”, is deleted in its entirety.
2.
Schedule A is amended in part by
deleting the definition of Key Wachovia Competitors.
3.
Sections 27.3 (a) and
(b)&n