EXHIBIT 4.12
AMENDMENT NO. 1 TO OUTSOURCING AGREEMENT
This AMENDMENT NO. 1 TO OUTSOURCING AGREEMENT (this "AGREEMENT"), entered into
as of the __ day of April, 2005 by and among ONE SOFTWARE TECHNOLOGIES (O.S.T.)
LTD., a company organized and existing under the laws of the State of Israel
and/or any of its wholly owned subsidiaries ("CONTRACTOR"); ATTUNITY SOFTWARE
SERVICES (1991) LTD. (a/k/a "Meyad") and ATTUNITY ISRAEL (1992) LTD., each a
company organized and existing under the laws of the State of Israel
(collectively, the "COMPANY").
WITNESSETH:
WHEREAS, the parties entered into an Outsourcing Agreement, dated November 7,
2004 (the "OUTSOURCING AGREEMENT"), pursuant to which Contractor agreed to
provide certain outsourcing services to the Company; and
WHEREAS, the parties wish to amend the Outsourcing Agreement;
NOW THEREFORE, in consideration of their mutual covenants and agreements
hereinafter set forth, the parties hereto hereby agree as follows:
1. Section 4.1 of the Outsourcing Agreement is hereby amended to read,
wherever the word "Services" is used, "Services (excluding the Services as
defined under that Purchase Agreement and Addendum, entered between the
parties on April __, 2005)".
2. Sections 8.1.1 and 8.2 of the Outsourcing Agreement are hereby deleted and
canceled.
3. Section 12.15 of the Outsourcing Agreement shall be amended to read
US$500,000 (instead of US$1,000,000).
4. Except as otherwise stated in this Agreement, all terms and conditions of
the Outsourcing Agreement shall continue in full force and effect.
5. This Agreement may be executed by the parties hereto in two or more
separate counterparts, including by facsimile transmission, each of which
when so executed and delivered shall be an original, but all such
counterparts shall together constitute one and the same instrument.
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IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the day
and year first above written.
ATTUNITY SOFTWARE SERVICES (1991) LTD. ONE SOFTWARE TECHNOLOGIES (O.S.T.) LTD.
BY: _________________________________ BY: __________________________________
NAME: _______________________________ NAME: ________________________________
TITLE: ______________________________ TITLE: _______________________________
ATTUNITY ISRAEL (1992) LTD.
BY: _______________________
NAME: _____________________
TITLE: ____________________
[SIGNATURE PAGE TO AMENDMENT NO. 1 TO OUTSOURCING AGREEMENT]
