Exhibit 10.3
RESCISSION AGREEMENT
This Rescission Agreement (this "AGREEMENT") is dated as of September
29, 2004 by and among Intelligroup, Inc., a New Jersey corporation (the
"COMPANY"), and each purchaser identified on the signature page hereto (each a
"PURCHASER" and collectively, the "PURCHASERS").
WHEREAS, the parties hereto are all the parties to that certain Common
Stock Purchase Agreement, dated September 24, 2004 (the "COMMON STOCK PURCHASE
AGREEMENT").
WHEREAS, the parties desire to terminate and rescind the Common Stock
Purchase Agreement.
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in
this Agreement, and for other good and valuable consideration the receipt and
adequacy of which are hereby acknowledged, the Company and each Purchaser agree
that the Purchase Agreement is hereby terminated and rescinded. No party shall
be entitled to any further right (including, without limitation, the right of
the Purchasers to acquire shares of the Company's common stock) or subject to
any further obligation under the Common Stock Purchase Agreement.
[Signature pages follow]
Exhibit 10.3
IN WITNESS WHEREOF, the parties hereto have caused this Rescission
Agreement to be duly executed by their respective authorized signatories as of
the date first indicated above.
INTELLIGROUP, INC.
By: _/s/ Nagarjun Valluripalli______________________
Name: Xxxxxxxx Xxxxxxxxxxxx
Title: Chief Executive Officer
Address for Notice:
000 Xxxxxxxx Xxxxxx
Xxxxxx, Xxx Xxxxxx 00000
Facsimile No.: (000) 000-0000
Telephone No.:
Attn: Legal Department
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGES FOR PURCHASERS FOLLOW]
IN WITNESS WHEREOF, the parties hereto have caused this Rescission
Agreement to be duly executed by their respective authorized signatories as of
the date first indicated above.
SB ASIA INFRASTRUCTURE FUND, L.P.
By: /s/ Xxxxxx X. Xxx
--------------------------------------
Name: Xxxxxx X. Xxx
Title:
Address for Notice:
Two Palo Alto Square
0000 Xx Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxxx 00000
Facsimile No.: (000) 000-0000
Telephone No.: (650)
Attn: Xxxx Xxxxxxxxxx
With a copy to: Xxxxxx Godward LLP
Five Palo Alto Square
0000 Xx Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxxx 00000
Facsimile No.: (000) 000-0000
Telephone No.: (000) 000-0000
Attn: Xxxxxx X. Xxxxxxx and Xxxxx Xxxxx
IN WITNESS WHEREOF, the parties hereto have caused this Rescission
Agreement to be duly executed by their respective authorized signatories as of
the date first indicated above.
VENTURE TECH ASSETS LTD.
By: /s/ Xxxxxxx Xxxxx
-------------------------------------
Name: Xxxxxxx Xxxxx
Title: Director
Address for Notice:
00/000 Xxxxxxxxx Xxx
Xxxxxx XX0X 0XX
Xxxxxx Xxxxxxx
Facsimile No.:
Telephone No.:
Attn:
With a copy to: Xxxxxx Godward LLP
Five Palo Alto Square
0000 Xx Xxxxxx Xxxx
Xxxx Xxxx, Xxxxxxxxxx 00000
Facsimile No.: (000) 000-0000
Telephone No.: (000) 000-0000
Attn: Xxxxxx X. Xxxxxxx and Xxxxx Xxxxx
