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Exhibit 10.61
CONFORMED COPY
THIS DEED OF RELEASE is made on 30 March 2007
BY:
INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED, a
limited liability
company incorporated under the laws of Hong Kong whose
registered office is at
33rd Floor, ICBC Tower, 3 Garden Road, Central, Hong Kong (in
its capacity as
collateral agent, the "COLLATERAL AGENT"),
in favour of:
3COM TECHNOLOGIES, a company incorporated under the laws of the
Cayman Islands
whose registered office is at Ugland House, South Church Street,
George Town,
Grand Cayman, Cayman Islands (the "CHARGOR").
WHEREAS:
(A) By the Facility Agreement, the Lenders made Term Loans to
the Borrower upon
the terms and subject to the conditions contained therein.
(B) As security for the Chargor's obligations under the Facility
Agreement, the
Chargor entered into the H3C Equitable Share Charge.
(C) In accordance with the provisions of the H3C Equitable Share
Charge, all of
the Shares having been transferred to the Borrower, and such
Shares having
been registered in the name of the Borrower, the Collateral
Agent wishes to
release the Chargor from its obligations under the H3C Equitable
Share
Charge.
NOW THIS DEED WITNESSES as follows:
1. DEFINITIONS
1.1 In this Deed:
"FACILITY AGREEMENT" means the senior secured credit and
guaranty agreement
dated 22 March 2007 and signed by or on behalf of, amongst
others, the
Chargor and the Collateral Agent, as amended, supplemented
and/or restated
from time to time in any manner whatsoever.
1.2 Unless a contrary indication appears, a term used in the
Facility Agreement
and the H3C Equitabl
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