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EXHIBIT 8.2
THIS SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 (THE "1933 ACT"), NOR REGISTERED UNDER ANY
STATE SECURITIES LAW. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD OR
OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER
THE 1993 ACT, THE AVAILABILITY OF WHICH IS TO BE ESTABLISHED TO THE SATISFACTION
OF THE COMPANY.
SUPPLEMENTAL AGREEMENT FOR THE EXCHANGE OF COMMON STOCK
A SUPPLEMENTAL AGREEMENT made between SOLUTIONNET INTERNATIONAL, INC., a
Minnesota corporation (hereinafter, called "ISSUER") and XXXXXXXX GROUP LIMITED
(hereinafter, called "SHAREHOLDER"), which SHAREHOLDER own all of the issued and
outstanding shares of SR SINGAPORE PTE, LTD, a Singapore corporation
(hereinafter called "SR SINGAPORE").
WHEREAS by an Agreement for the Exchange of Common Stock between the Issuer and
the Shareholder (hereinafter called the "Principal Agreement") the respective
parties have agreed to exchange the common stock of the Issuer for all the
issued and outstanding shares of SR Singapore.
AND WHEREAS by the Article 8(ii) of the Principal Agreement, the Principal
Agreement may be amended by agreement in writing between the parties.
THE PARTIES HERETO AGREE AS FOLLOWS:
1. Whenever reference is made in the Principal Agreement to "SR
SINGAPORE", such reference shall be construed to include a reference to
an intermediate holding corporation of SR SINGAPORE such intermediate
holding corporation being a corporation whose assets comprise of all
the issued and outstanding shares of SR SINGAPORE.
2. For the purpose of clarity only for the closing pursuant to Article
6(ii) of the Principal Agreement the same may be performed the
SHAREHOLDER by delivery of -
(1) all issued and outstanding shares of such intermediate holding
corporation together with the duly completed and executed
transfers in favor of the ISSUER;
(2) all the corporate records of such intermediate holding
corporation; and
(3) all the issued and outstanding shares of SR SINGAPORE all such
shares being registered in the name of such intermediate
holding corporation.
3. This Supplemental Agreement shall be deemed to come in to effect on
April 6, 1999.
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IN WITNESS WHEREOF, the each of the undersigned has executed this Agreement:
XXXXXXXX GROUP LIMITED SOLUTIONNET
INTERNATIONAL, INC.
/s/ V. Suresh /s/ Xxxxxxx X. Xxxxxx
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Mr. V. Suresh as per the approval of Xxxxxxx X. Xxxxxx as per the approval
The board of directors and shareholder of the board of directors and
shareholders