INDEMNIFICATION AND MUTUAL RELEASEIndemnification and Mutual Release • December 12th, 2008 • Global Roaming Distribution, Inc. • Communications equipment, nec • New York
Contract Type FiledDecember 12th, 2008 Company Industry JurisdictionThis Indemnification and Mutual Release (this “Indemnification and Release”), dated as of November 25, 2008, and effective as of April 1, 2008, is being executed and delivered as part of the transactions contemplated by (i) the Rescission Agreement (the “GRDB Rescission Agreement”), dated as of the date hereof, by and among Global Roaming Distribution, Inc., a Florida corporation (the "Company"), Global Roaming Inc. (“GRI”), a Nevada corporation, and certain Holders, (ii) the Rescission Agreement (the “Cubic Rescission Agreement”), dated as of the date hereof, by and between GRI and Cubic Telecom Limited, an Ireland corporation (“Cubic”), and the (iii) Escrow Agreement, dated as of the date hereof, by and among, the Company, GRI, Cubic, the Holders, and Sichenzia Ross Friedman Ference LLP, as escrow agent (the Indemnification and Release, the GRDB Rescission Agreement, the Cubic Rescission Agreement, and the Escrow Agreement, collectively, the “Transaction Documents”). The Company, GRI