Sale Agreement [Amendment] - Satyam Infoway Ltd., Indigo Holdings Ltd. and CricInfo Ltd.
SATYAM INFOWAY LIMITED
Maansarovar Towers
271-A, Anna Salai, Teynampet, Chennai 600 018, India
To: Indigo Holdings Limited
16 New Street
St Peter Port
Guernsey
Channel Islands
May 2000
Dear Sirs
Agreement dated 5 April 2000 and made between (1) Indigo Holdings Limited
("Indigo") and (2) Satyam Infoway Limited ("Satyam") concerning the sale and
purchase of Shares in CricInfo Limited (the "Sale Agreement").
Save where the contrary is expressed to be the case, terms and expressions
used in this letter which are defined in the Sale Agreement shall have the
same meaning herein as therein.
This letter when countersigned by yourselves will form a binding agreement
between us, now records the following matters which have been agreed between
ourselves for good and valuable consideration:
1. The Sale Agreement be and is hereby varied by:
(i) substitution of the figure "18,605" for the figure "19" in
subclause 2.3(a);
(ii) substitution of the amount "U.S.$21,500,000" for the amount
"U.S.$28,800,000" in Clause 3.1; and
(iii) substitution of the words "within 4 weeks following Initial
Completion (assuming availability of relevant US GAAP
reconciled financial information and applicable auditors
consents to use in the Registration Statement)" for the words
"prior to close of trading on the Nasdaq market on 30 May 2000"
in Clause 3.2.
2. This letter is governed by English law and we irrevocably submit to
the jurisdiction of the English Courts.
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3. This letter may be executed in any number of counterparts and by the
parties to it on separate counterparts, each of which when so executed
and delivered shall be an original, but all the counterparts shall
together constitute one and the same letter.
Please indicate your agreement to the terms of this letter by signing and
returning the duplicate letter herewith.
Yours faithfully
------------------------------- --------------------------------
Name In the Presence of:
For and on behalf of ________________________________
SATYAM INFOWAY LIMITED (witness to print name above)
Accepted and agreed this day of May 2000
/s/ *********** /s/ ***********
------------------------------- --------------------------------
Name *********** In the Presence of:
For and on behalf of ***********
INDIGO HOLDINGS LIMITED --------------------------------
(witness to print name above)
LANGTRY HOUSE
LA MOTTE ST
ST. HENLIER
JERSEY
WITNESS TO THE SIGNATURE
OF ***********
/S/ EMMA BERTRAM
EMMA BERTRAM
VILLA MARITIME
LAGRANDE ROUTE DES SAGRONS
GRUERVILLE
JERSEY