JOINDER AGREEMENTJoinder Agreement • May 29th, 2013 • Pactera Technology International Ltd. • Services-computer programming services • New York
Reference is hereby made to the Consortium Agreement, dated May 19, 2013, as amended, modified or supplemented from time to time (the “Consortium Agreement”), among the Senior Management Members named therein and Red Pebble Acquisition Co Pte. Ltd., a company organized under the laws of Singapore (the “Sponsor”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the Consortium Agreement.
INVESTMENT AGREEMENT among RED PEBBLE ACQUISITION CO PTE. LTD. and GRANITE GLOBAL VENTURES II L.P. and GGV II ENTREPRENEURS FUND L.P. Dated as of May 27, 2013Investment Agreement • May 29th, 2013 • Pactera Technology International Ltd. • Services-computer programming services
THIS INVESTMENT AGREEMENT (this “Agreement”) is made as of May 27, 2013, among Red Pebble Acquisition Co Pte. Ltd., an affiliate of funds managed or advised by Blackstone Singapore Pte. Ltd. or its affiliates (the “Sponsor”), Granite Global Ventures II L.P. (“Granite II”) and GGV II Entrepreneurs Fund L.P. (“GGV II,” together with Granite II, the “Existing Shareholders”). Each of the Sponsor and the Existing Shareholders is referred to herein as a “Party” and collectively, the “Parties.”
AGREEMENT OF JOINT FILINGJoint Filing Agreement • May 29th, 2013 • Pactera Technology International Ltd. • Services-computer programming services
The parties listed below agree that the Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them. This Agreement is intended to satisfy Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
CREDIT SUISSE CAPITAL LLCConfirmation • May 29th, 2013 • Pactera Technology International Ltd. • Services-computer programming services
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the “Transaction”). Additional terms of the Transaction will be set forth in a Supplemental Confirmation in the form set forth in Annex A hereto (the “Supplemental Confirmation”). This Confirmation constitutes, and upon execution of the Supplemental Confirmation, this Confirmation together with the Supplemental Confirmation shall constitute a “Confirmation” as referred to in the Agreement specified below.
CONSORTIUM AGREEMENT among PARTIES NAMED IN SCHEDULE A HERETO and RED PEBBLE ACQUISITION CO PTE. LTD. Dated as of May 19, 2013Consortium Agreement • May 29th, 2013 • Pactera Technology International Ltd. • Services-computer programming services • New York
THIS CONSORTIUM AGREEMENT is made as of May 19, 2013, among Red Pebble Acquisition Co Pte. Ltd., an affiliate of funds managed or advised by Blackstone Singapore Pte. Ltd. or its affiliates (the “Sponsor”) and certain equity holders of the Target (as defined below) identified on Schedule A (each, a “Senior Management Member” and, collectively, the “Senior Management Members”). Each of the Senior Management Members and the Sponsor is referred to herein as a “Party” and collectively, the “Parties.”
