REDGATE MEDIA GROUP AMENDMENT AGREEMENT TO SHAREHOLDERS AGREEMENT
Exhibit 4.3.7
This AMENDMENT AGREEMENT TO THE SHAREHOLDERS AGREEMENT (“Agreement”), effective as of December
9, 2009 (the “Effective Date”), is made and entered into by and among Redgate Media Group, a
corporation organized under the laws of the Cayman Islands (the “Company”), and the undersigned
Xxxx Xxxxxxxx (the “Purchaser”) with reference to the material facts and circumstances set forth in
the Recitals below.
RECITALS
A. The Purchaser is acquiring an aggregate of one thousand two hundred and seventy-three point five
six (1,273.56) shares of Class G Preference Shares (the “Shares”).
B. The Shares were acquired by previous purchasers pursuant to that certain Class G Preference
Share Purchase Agreement on December 4, 2009.
C. The previous purchasers also became parties to the Shareholders Agreement by executing that
certain Fourth Amendment to the Shareholders Agreement (the “SHA”) dated December 4, 2009.
D. Pursuant to the terms of the SHA all provisions contained therein shall be binding on all
subsequent purchasers and transferees.
AMENDMENT
NOW, THEREFORE, in consideration of the issuance of Shares, the mutual promises and acknowledgments
hereinafter made, and other good and valuable consideration receipt of which is hereby
acknowledged, the parties agree as follows:
1. Purchaser acknowledges having received and reviewed a copy of the SHA attached hereto as
Exhibit A respectively, including all exhibits, schedules, and amendments thereto, and
understands the contents thereof.
2. Purchaser hereby joins the SHA as a “Shareholder” as defined therein, and acknowledges, accepts
to be bound by, and agrees to the terms of the SHA.
3. Purchaser’s execution of this Agreement shall be deemed an execution of the SHA and unless
specified in this Agreement the terms and conditions thereof shall be included herein by this
reference.
IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties have caused this
Amendment Agreement to be executed as of the date first set forth above.
| Company | Purchaser | |||||||||||
| REDGATE MEDIA GROUP, | XXXX XXXXXXXX | |||||||||||
| A Cayman Islands corporation | ||||||||||||
| By: | /s/ Xxxxx Xxxx Xxxxx | By: | /s/ Xxxx Xxxxxxxx | |||||||||
| Name: | Xxxxx Xxxx Xxxxx | Name: | Xxxx Xxxxxxxx | |||||||||
| Title: | Chairman & CEO | |||||||||||
EXHIBIT A
SHAREHOLDERS AGREEMENT
[See Exhibit 4.3.5]
