EX-2.2
from 8-K
38 pages
This Agreement Is Dated 14 July 2011 and Is Made Between: 1. Tjcc Holdings Limited a Company Incorporated in the Cayman Islands With Limited Liability Whose Registered Office Is at Walker House, 87 Mary Street, George Town, Grand Cayman Ky1-9005, Cayman Islands; 2. Newco Hong Kong 123 Limited a Company Incorporated in Hong Kong (With Registered Number 1593988), Whose Registered Office Is at 9/F, Three Exchange Square, Hong Kong; and 3. Joy Global Inc. Whose Principal Executive Offices Are Located at 4400 West National Avenue, Milwaukee, Wi 53214, USA, Together, the Parties. It Is Agreed as Follows: 1. Background This Agreement Is Supplemental to and Amends the Share Purchase Agreement Between the Parties Dated 11 July 2011 (The Share Purchase Agreement), With the Intention That References to "The Date of This Agreement" in the Share Purchase Agreement Shall Continue to Mean " 11 July 2011". 2. Amendments the Parties Agree That, With Effect on and From the Date of This Agreement, the Share Purchase Agreement Is Amended and Restated in the Form as Set Out in the Schedule. 3. Miscellaneous 3.1 From the Date of This Agreement, the Share Purchase Agreement and This Agreement Will Be Read and Construed as One Document. 3.2 This Agreement May Be Executed in Any Number of Counterparts, All of Which Taken Together, Will Constitute One and the Same Agreement, and Any Party May Enter Into This Agreement by Executing a Counterpart. 4. General 4.1 This Agreement Shall Be Governed by and Construed in Accordance With Hong Kong Law. 4.2 the Provisions of Clause 15 (Notices), 16 (Further Assurance) and 21 (Dispute Resolution) of the Share Purchase Agreement, as Amended and Restated in the Form Set Out in the Schedule, Will Apply to This Agreement. 1 Execution Page
12/34/56
