EXHIBIT 1.1 WNS (HOLDINGS) LIMITED 10,428,708 ORDINARY SHARES, PAR VALUE 10 JERSEY PENCE PER SHARE IN THE FORM OF AMERICAN DEPOSITARY SHARES UNDERWRITING AGREEMENTUnderwriting Agreement • July 20th, 2006 • WNS (Holdings) LTD • Communications equipment, nec • New York
RECITALSStock Purchase Agreement • July 3rd, 2006 • WNS (Holdings) LTD • Delaware
ANDDeposit Agreement • July 3rd, 2006 • WNS (Holdings) LTD • New York
21 MAY 2002Framework Agreement • July 3rd, 2006 • WNS (Holdings) LTD • England
LEASE DEEDLease Deed • July 3rd, 2006 • WNS (Holdings) LTD
RECITALSIndemnification Agreement • July 3rd, 2006 • WNS (Holdings) LTD • Jersey
LEAVE AND LICENCE AGREEMENTLeave and Licence Agreement • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
THIS AGREEMENT made on this 10th day of November 2005, between GODREJ & BOYCE MANUFACTURING COMPANY LTD., a Company incorporated under the provisions of the Indian Companies Act, 1913, and having its Registered Office at Pirojshanagar, Vikhroli, Mumbai 400 079 (hereinafter referred to as the “Licensor”), of the ONE PART, and WNS GLOBAL SERVICES PVT. LTD., a Limited Company incorporated under the Companies Act, 1956, and having its Registered Office Pl-10, Godrej & Boyce Complex, Vikhroli (W), Mumbai- 400 079, [hereinafter referred to as “the Licensee”) of the OTHER PART.
LEAVE AND LICENCE AGREEMENTLeave and Licence Agreement • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
REGISTRATION RIGHTS AGREEMENT RELATING TO WNS (HOLDINGS) LIMITEDRegistration Rights Agreement • July 3rd, 2006 • WNS (Holdings) LTD
DATED 11 July 2008 AVIVA GLOBAL SERVICES (MANAGEMENT SERVICES) PRIVATE LIMITED and WNS CAPITAL INVESTMENT LIMITED MASTER SERVICES AGREEMENT Slaughter and May One Bunhill Row London EC1Y 8YY (RAXS/MAWC/LYC)Master Services Agreement • October 9th, 2008 • WNS (Holdings) LTD • Services-business services, nec
LEASE DEEDLease Deed • May 5th, 2015 • WNS (Holdings) LTD • Services-business services, nec
M/s DLF Assets Private Limited, a company incorporated under the Companies Act, 1956 and having its Registered Office at 1-E, Jhandewalan Extension, Naaz Cinema Complex, New Delhi - 110 055 India (hereinafter referred to as ‘THE LESSOR’ which expression shall unless it be repugnant to the context or meaning thereof, be deemed to mean and include its successors, administrators, transferees and assigns) acting through its Authorized Signatories, Mr. Amit Grover and Mr. Navin Kedia duly authorized vide Board Resolution dated 17th January, 2014 of the First Part.
LEAVE AND LICENSE AGREEMENTLeave and License Agreement • May 14th, 2021 • WNS (Holdings) LTD • Services-business services, nec
Godrej & Boyce Manufacturing Company Limited (PAN: AAACG1395D), a company limited by shares incorporated under the Indian Companies Act, 1913 and presently governed under the provisions of The Companies Act, 2013, and having its registered office at Pirojshanagar, Vikhroli, Mumbai 400079 represented herein by its authorized signatory, Mr. Anup Mathew (hereinafter referred to as “Licensor” which term shall, unless repugnant to the context or meaning thereof, be deemed to mean and include its, successors-in-interest, administrators and assigns) of the ONE PART;
US$94,000,000 FACILITY AGREEMENT Dated July 2, 2010 for WNS (HOLDINGS) LIMITED WNS (MAURITIUS) LIMITED arranged by THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED DBS BANK LTD. and BNP PARIBAS with THE HONGKONG AND SHANGHAI BANKING CORPORATION...Facility Agreement • July 30th, 2010 • WNS (Holdings) LTD • Services-business services, nec
LEAVE AND LICENCE AGREEMENTLeave and Licence Agreement • May 12th, 2016 • WNS (Holdings) LTD • Services-business services, nec
THIS AGREEMENT made on this 8th day of March, 2016 BETWEEN GODREJ & BOYCE MANUFACTURING COMPANY LTD. (PAN Number - AAACG1395D), a Company incorporated under the provisions of the Indian Companies Act, 1913, and having its Registered Office at Pirojshanagar, Vikhroli, Mumbai 400079 hereinafter referred to as the “Licensor” (which expression shall unless it be repugnant to the context or meaning thereof, be deemed to include their successors and permitted assigns) of the ONE PART;
LEAVE AND LICENCE AGREEMENTLeave and Licence Agreement • April 26th, 2012 • WNS (Holdings) LTD • Services-business services, nec
THIS AGREEMENT made on this 10th day of May, 2011 BETWEEN GODREJ & BOYCE MANUFACTURING COMPANY LTD., a Company incorporated under the provisions of the Indian Companies Act, 1913, and having its Registered Office at Pirojshanagar, Vikhroli, Mumbai 400079 hereinafter referred to as the “Licensor” (which expression shall unless it be repugnant to the context or meaning thereof, be deemed to include their successors and assigns) of the ONE PART;
LEASE DEEDLease Deed • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
M/s DLF Cyber City, a partnership firm duly registered under the Indian Partnership Act, 1932 having its office at 1-E, Jhandewalan Extension, New Delhi-110055 (hereinafter referred to as “THE LESSOR” which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include the said M/s DLF Cyber City and all the partners for the time being constituting the Firm and their respective legal representatives, administrators, heirs, executors, successors and assigns) acting through its signatory, Mr A S Minocha vide authorization dated 18 5 2004 of the FIRST PART
DEPOSIT AGREEMENTDeposit Agreement • July 19th, 2006 • WNS (Holdings) LTD • Communications equipment, nec • New York
SHARE PURCHASE AGREEMENTShare Purchase Agreement • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
(Each of the Selling Shareholders, the Company and the Purchaser shall, with reference to this Agreement, be hereinafter individually referred to as a “Party” and collectively as the “Parties”).
AMENDMENT TO DEPOSIT AGREEMENT by and among WNS (HOLDINGS) LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED...Deposit Agreement • January 26th, 2024 • WNS (Holdings) LTD • Services-business services, nec
THIS AMENDMENT TO THE DEPOSIT AGREEMENT, dated as of January 26, 2024 (hereafter, the “Amendment”) is amending the deposit agreement dated as of July 18, 2006 (the “Deposit Agreement”), and is entered into by and between (i) WNS (Holdings) Limited, a company incorporated under the laws of Jersey, Channel Islands, and its successors (the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary (the “Depositary”) and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
WNS (HOLDINGS) LIMITED 12,625,343 ORDINARY SHARES, PAR VALUE 10 JERSEY PENCE PER SHARE IN THE FORM OF AMERICAN DEPOSITARY SHARES UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2013 • WNS (Holdings) LTD • Services-business services, nec • New York
Exhibit 10.5 LEAVE AND LICENCE AGREEMENT THIS AGREEMENT made on this 10th November 2005, between GODREJ & BOYCE MANUFACTURING COMPANY LTD., a Company incorporated under the provisions of the Indian Companies Act, 1913, and having its Registered Office...Leave and Licence Agreement • July 3rd, 2006 • WNS (Holdings) LTD
WNS GLOBAL SERVICES PRIVATE LIMITED AND AVIVA GLOBAL SERVICES (MANAGEMENT SERVICES) PRIVATE LIMITED AND WNS CAPITAL INVESTMENT LIMITED NOVATION AND AGREEMENT OF AMENDMENTNovation and Agreement of Amendment • April 29th, 2011 • WNS (Holdings) LTD • Services-business services, nec • England and Wales
ARTICLES CONTENTS PAGE NO ------------------------------------------------------------------------ I PREMISES II COMMENCEMENT,DURATION,RENEWAL AND REGISTRATION III LICENCE FEE IV PROPERTY TAXES,MUNICIPAL TAXES AND OTHER STATUTORY LEVIES RELATING TO...Leave and Licence Agreement • July 3rd, 2006 • WNS (Holdings) LTD
LEAVE AND LICENCE AGREEMENTLeave and License Agreement • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
LEAVE AND LICENCE AGREEMENTLeave and Licence Agreement • November 27th, 2007 • WNS (Holdings) LTD • Services-business services, nec
Letter of Intent (“LOI”) BETWEENLetter of Intent • May 14th, 2014 • WNS (Holdings) LTD • Services-business services, nec
This LOI is set forth on this 14th day of February, 2014 upon mutual understanding between THE LESSOR and THE LESSEE in respect of area admeasuring approx. 44,607 sq.ft. (4,144.102 sq.mtrs) of super built up area (“Demised Premises”) comprising of
LEASE DEEDLease Deed • May 14th, 2021 • WNS (Holdings) LTD • Services-business services, nec
M/s DLF Assets Limited (erstwhile “DLF Assets Private Limited”), a company incorporated under the Companies Act, 1956 and having its registered office at 1 – E, Jhandewalan Extension, Naaz Cinema Complex, New Delhi 110055 (hereinafter referred to as “THE LESSOR” which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include its successors, administrators, transferees and assigns) acting through its authorized signatories, Mr. R. Rageesh Kumar vide board resolution dated 10.07.2020 of the First Part.
Dated 21st June 2012Sale and Purchase Agreement • May 2nd, 2013 • WNS (Holdings) LTD • Services-business services, nec
STANDARD EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2024 • WNS (Holdings) LTD • Services-business services, nec
12 OCTOBER 2011 WARBURG PINCUS PRIVATE EQUITY VIII, L.P. WARBURG PINCUS INTERNATIONAL PARTNERS, L.P. WARBURG PINCUS NETHERLANDS INTERNATIONAL PARTNERS I, C.V. WNS (HOLDINGS) LIMITED REGISTRATION RIGHTS AGREEMENT RELATING TO WNS (HOLDINGS) LIMITEDRegistration Rights Agreement • October 12th, 2011 • WNS (Holdings) LTD • Services-business services, nec • New York
WNS (Holdings) LimitedRsu Award Agreement • July 8th, 2024 • WNS (Holdings) LTD • Services-business services, nec
This amendment to the RSU Award Agreement [“Agreement”], with RSU Grant Number: RSXXXX dated <<Month, Date, Year>> is made to reflect changes to the provisions related to the vesting of RSUs and Appendix B ‘Financial Performance and Vesting Terms and Conditions’ of the stated Agreement. The Agreement shall therefore be amended and restated as provided herein below.
THE USE OF THE FOLLOWING NOTATION IN THE EXHIBIT INDICATES THAT THE CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO ITEM 601(b)(10)(iv) WHEREBY CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED BECAUSE IT IS BOTH NOT MATERIAL AND THE REGISTRANT...Employment Agreement • August 6th, 2024 • WNS (Holdings) LTD • Services-business services, nec
Amendment no. 3 to the Employment Agreement dated November 29, 2010, as amended on October 14, 2015 and November 01, 2022 (“the Agreement”) between WNS Global Services Private Limited (together with its affiliates and their respective successors and assigns, “the Company”) and R. Swaminathan (the “Employee”).
LEASE DEEDLease Deed • April 26th, 2012 • WNS (Holdings) LTD • Services-business services, nec
SRI DIVI SATYA MOHAN, son of Sri Divi Radha Krishna, aged 44 years, residing at Plot No. 23, Road No. 2, Sagar Cooperative Housing Society, Banjara Hills, Hyderabad, SRI ATTALURI PRAVEEN, son of Sri Attaluri Koteswara Rao, aged 39 years, residing at 8-44-32, Vidyanagar, Visakhapatnam and SRI DIVI SATYA SAYEE BABU, son of Sri Divi Madhusudana Rao, aged 35 years, residing at 55-1-19, Jagannadharaju Nagar, Venkojipalem, Visakhapatnam, (hereinafter referred to as the “Lessors”, which expression, where the context admits, shall include its successors) of the ONE PART;
STOCK PURCHASE AGREEMENT by and among WNS NORTH AMERICA INC. (“Buyer”), ALPAR KAMBER, DONALD DOUGHERTY, and JOHN R. EVANS (“Sellers”), and PRIYADARSHAN DESHMUKH, PETER E. NERO, and ALAN C. VEECK (“Optionholders”), and ALPAR KAMBER (“Sellers...Stock Purchase Agreement • June 29th, 2017 • WNS (Holdings) LTD • Services-business services, nec • Delaware
This Stock Purchase Agreement (this “Agreement”), dated as of January 10, 2017, is entered into by and among WNS North America Inc., a Delaware corporation (“Buyer”), Alpar Kamber (“Kamber”), Donald Dougherty (“Dougherty”), and John R. Evans (“Evans”, and together with Kamber and Dougherty, the “Sellers”), and Priyadarshan Deshmukh (“Deshmukh”), Peter E. Nero (“Nero”), and Alan C. Veeck (“Veeck”, and collectively with Deshmukh and Nero, the “Optionholders”) and Kamber, separately in his capacity as representative of the Company Holders (“Sellers Representative”).
THE USE OF THE FOLLOWING NOTATION IN THE EXHIBIT INDICATES THAT THE CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO ITEM 601(b)(10)(iv) WHEREBY CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED BECAUSE IT IS BOTH NOT MATERIAL AND THE REGISTRANT...Employment Agreement • August 6th, 2024 • WNS (Holdings) LTD • Services-business services, nec • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of June 01st, 2024 (the “Effective Date”), by and between WNS North America Inc. having its principal place of business at 515 Madison Avenue, 8th Floor, New York, NY 10022 (together with its affiliates and their respective successors and assigns, the “Company”) and Anil Chintapalli (“Executive”) having permanent address at [REDACTED FOR PRIVACY].
