EX-2.2
from 8-K
9 pages
Date 11 October 2006 Parties (1) IDT Dutch Holdings Bv (A Company Incorporated in the Netherlands) Whose Registered Office Is at Van Vollenhovenstratt 3, 3016 Be Rotterdam, the Netherlands (The “Seller"); (2) Pipex Communications PLC (A Company Incorporated in England and Wales With Company Number 3974683) Whose Registered Office Is at 1 Triangle Business Park, Stoke Mandeville, Buckinghamshire, Hp22 5bl (The “Buyer”); and (3) IDT Corporation (A Company Incorporated in the State of Delaware, United States of America) Whose Headquarters Are at 520 Broad Street, Newark Nj07102, United States of America (The ”Guarantor”). 1 Introduction 1.1 the Seller, the Buyer and the Guarantor Are Together the Parties to a Conditional Share Purchase Agreement Dated 7 September 2006 Relating to the Sale and Purchase of the Entire Issued Share Capital of IDT Direct Limited (The “Share Purchase Agreement”). 1.2 the Parties Now Wish to Amend the Share Purchase Agreement as Set Out Below in This Deed. 1.3 Except Where a Different Interpretation Is Necessary in the Context, the Words and Expressions Used in This Agreement Shall Have the Same Meaning as Those Used in the Share Purchase Agreement. 2 Agreement 2.1 Each of the Buyer, the Seller and the Guarantor Hereby Agree That the Share Purchase Agreement Be Amended as Follows: (A) the Definition of “Cash Consideration” Be Deleted; (B) the Definition of “Trademark and Domain Name Assignment” Be Deleted; (C) the Following New Definitions Be Inserted in Clause 1: “Assignment of Generic Domain Names” the Agreement Relating to the Assignment of Certain Generic Domain Names Entered Into Between the Company (1) and the Guarantor (2) of the Same Date as This Agreement
12/34/56