Item 1.01 Entry into a Material Definitive Agreement.
On August 27, 2008, Vignette Corporation (the "Company") entered into the
Amendment No. 3 (the "Amendment") to the Amended and Restated Master Services
Agreement between the Company and Virtusa Corporation ("Virtusa") dated November
1, 2005 (the "Agreement"). Pursuant to the Agreement, Virtusa has provided the
Company with certain software development resources. The Amendment provides that
the Company may, over the next twelve months, solicit for hire as full time
employees of the Company, the Virtusa personnel who are currently performing
services as part of Virtusa's center dedicated to the Company and that the
Agreement will terminate as of August 13, 2009. In connection with the
Amendment, the termination fee payable by the Company will be reduced from
$2,000,000 to $1,000,000 (payable in two equal installments at the execution of
the Amendment and 90 days thereafter).
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