CONVERSION AND EXCHANGE AGREEMENTConversion and Exchange Agreement • November 4th, 2014 • Igate Corp • Services-computer programming services • New York
Contract Type FiledNovember 4th, 2014 Company Industry JurisdictionThis CONVERSION AND EXCHANGE AGREEMENT (this “Agreement”) is made as of November 4, 2014, by and between IGATE Corporation, a Pennsylvania corporation (the “Company”), and Viscaria Limited, a Cyprus private company limited by shares (“Viscaria”). The Company and Viscaria are referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Investor Rights Agreement, dated as of February 1, 2011, by and among Viscaria, the Company and the other parties thereto (as amended, supplemented or otherwise modified from time to time, the “IRA”) and/or the Statement with Respect to Shares of 8% Series B Convertible Participating Preferred Stock, No Par Value Per Share, of the Company (the “Statement”), as applicable.