Exhibit 10.10


 


PORTIONS OF THIS EXHIBIT
WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE
COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE
24B-2 OF THE SECURITIES EXCHANGE ACT; [***] DENOTES OMISSIONS.


 


FIFTH AMENDMENT TO CONTRACT #678650 FOR THE


PROVISION OF IT SERVICES TO BT


VIRTUSA CORPORATION AND BRITISH TELECOMMUNICATIONS


 


This Fifth Amendment
(“Amendment”) to the CONTRACT for the Provision of IT Services to BT entered
into on March 29, 2007, as amended (contract number “678650”)
(“Agreement”) by and between British Telecommunications plc (“BT”) and Virtusa
UK Limited (“Virtusa”) is effective this 20th day of March, 2009.


 


WHEREAS the parties entered
into the Agreement; and


 


WHEREAS the parties wish to
amend the Agreement;


 


NOW, THEREFORE, for good and
valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the parties hereto agree as follows:


 


1.               All defined terms, unless otherwise defined
in this Amendment, shall have the meanings given them in the Agreement.


 


2            To correct a typographical error, the
Discount Table in Section 1.7.2 of the Agreement is hereby deleted and
replaced with the following:


 


[***]


 


2.               With respect to Amendment Number 3 to the
Agreement dated as of March 31, 2008, the following is added as a new
Section 5.(b)(vi) thereof:


 


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PORTIONS OF THIS EXHIBIT
WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE
COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE
24B-2 OF THE SECURITIES EXCHANGE ACT; [***] DENOTES OMISSIONS.


 


3.               Except as specifically modified or amended by
this Amendment, the terms and conditions of the Agreement shall remain in full
force and effect.


 


IN WITNESS WHEREOF, the
parties have executed this Amendment by their duly authorized representatives
as of the day and year below.


 


	
  British
  Telecommunications plc

  	
   

  	
  Virtusa
  UK Limited

  
	
   

  	
   

  	
   

  
	
  /s/ Abbi Hewett

  	
   

  	
  /s/ Kim Bak

  
	
  Signature

  	
   

  	
  Signature

  
	
   

  	
   

  	
   

  
	
  Abbi Hewett

  	
   

  	
  Kim Bak

  
	
  Name

  	
   

  	
  Name

  
	
   

  	
   

  	
   

  
	
  Senior Buyer

  	
   

  	
  European Corporate
  Controller

  
	
  Title

  	
   

  	
  Title

  
	
   

  	
   

  	
   

  
	
  31/03/09

  	
   

  	
  31/3/09

  
	
  Date

  	
   

  	
  Date

  



 


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