Contract on Receivables Setting-off
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1.
CONTRACTING PARTIES
1.1. Business name
:
EuroWeb International Corporation
Seat
:
Company ID
:
....................................
Registered in
:
....................................
....................................
Represented by
:
Csaba Toro
acting as
............. authorised
according to the Excerpt from
the Commercial Registry to sign
independently
(hereinafter referred to as "EWI")
1.2. Business name
:
DanubiaTel, a.s.
Seat
:
Borska 6
841 04 Bratislava
Company ID
: 35
831 545
Registered in
:
Commercial Registry of the District
Court of Bratislava I
Division: Sa, Entry No.: 2922/B
Represented by
: Ing.
Juraj Ondris,
Chairman of the Board of Directors
(hereinafter referred to as
"DanubiaTel")
1.3. EWI and
DanubiaTel
enter into the
following Contract on
Receivables
Setting-off (hereinafter referred to as ,,Contract" ).
2.
DEFINITION OF RECEIVABLES
2.1. EWI and
DanubiaTel jointly
declare that on.15 April 2005 the Contract
on Taking Over of Debt assumed validity and effect entered into by
and
between them according to the provisions of the Section 531 et seq.
of
the Civil Code as amended (hereinafter referred to as the ,,Contract
on Taking Over of
Debt" ) the subject of
which is taking over of the
debt by DanubiaTel
from EWI for the reward of USD 1,200,000 which is
due up to..15 April
2005(the Debt is represented by the obligation of
EWI to repay the loan
principal in the
amount of USD 930,000
along
with the interests and accessories to EuroWeb Slovakia, a.s., having
its seat at Priemyselna1/A, 821 09 Bratislava, Company ID: 35 698
446,
entered in the Commercial Registry of the District Court of
Bratislava
I, Division:
Sa, Entry No. 1156/B
arising form the
Contract on Loan
made by and between EWI and EuroWeb Slovakia, a.s.).
2.2. EWI and
DanubiaTel jointly
declare that on 15 April 2005 the Security
Purchase Contract assumed validity and effect made by and between
them
according to the
provision of the Section 30 et seq. of the
Act No.
566/2001 Coll. on Securities and Investment Services and on Amending
and Supplementing
of Some Laws as amended with the use of the
appropriate provisions
of the Commercial Code
No. 513/1991 Coll.
as
amended (hereinafter
referred to as the ,,Contract on Purchase of
Securities" ) the
subject of which is
the liability
of EWI to hand
over to DanubiaTel the shares of the issuer - EuroWeb Slovakia,
a.s.,
having its seat at Priemyselna1/A, 821 09 Bratislava, Company ID: 35
698 446, entered in
the Commercial
Registry of the District Court of
Bratislava I,
Division: Sa, Entry No. 1156/B and the liability of
DanubiaTel to take over the respective shares and to pay the purchase
price in the amount of USD 2,700,000 USD ( two million seven
hundred
thousand US Dollars)which is due up to 15 April 2005. to EWI.
1
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2.3. The receivable
of DanubiaTel from EWI is the receivable representing
the right of DanubiaTel against EWI for the paym