Incredimail 2012 Annual Report Download - page 174

ISRAELI SHARE OPTION PLAN
If the acceptance by the Repurchaser(s), in the aggregate, are in respect of less than the number of Offered Shares, then the Optionee
shall be entitled to sell such remaining Shares at any time during the ninety (90) days following the end of the Notice Period on terms
not more favorable than those set out in the Notice, provided that the Proposed Transferee agrees in writing that the provisions of this
section shall continue to apply to the Shares in the hands of such Proposed Transferee.
Any sale of Shares issued under the ISOP by the Optionee that is not made in accordance with the ISOP or the Option Agreement shall
be null and void.
13. DIVIDENDS
14. RESTRICTIONS ON ASSIGNABILITY AND SALE OF OPTIONS
15. EFFECTIVE DATE AND DURATION OF THE ISOP
The ISOP became effective as of the day it was adopted by the Board and shall terminate (except as to Options outstanding on that date)
December 9
th
, 2022, being ten (10) years from the date upon which the Board adopted an amendment extending the term of the Plan
from its original expiration date, for a period of time which ends 10 years from the date of the adoption of such amendment by the
Board .
12.4
If by the end of the Notice Period not all of the Offered Shares have been purchased by the Repurchaser(s), then any remaining
Offered Shares shall be re-
allocated among the accepting Repurchaser(s) (other than those to be disregarded as aforesaid), in
the same manner specified in sections 12.2 and 12.3 above.
13.1
With respect to all Shares (but excluding, for avoidance of any doubt, any unexercised Options) allocated or issued upon the
exercise of Options purchased by the Optionee and held by the Optionee or by the Trustee, as the case may be, the Optionee
shall be entitled to receive dividends in accordance with the quantity of such Shares, subject to the provisions of the
Company’
s Articles of Association (and all amendments thereto) and subject to any applicable taxation on distribution of
dividends.
13.2
During the period in which Shares are held by the Trustee on behalf of the Optionee, the cash dividends paid with respect
thereto shall be paid directly to the Optionee, after deduction of any tax imposed on such cash dividends.
14.1
No Option or any right with respect thereto, purchasable hereunder, whether fully paid or not, shall be assignable, transferable
or given as collateral or any right with respect to it given to any third party whatsoever, except as specifically allowed under
the ISOP, and during the lifetime of the Optionee each and all of such Optionee's rights to purchase Shares hereunder shall be
exercisable only by the Optionee.
Any such action made directly or indirectly, for an immediate validation or for a future one, shall be void.
14.2
As long as Options and/or Shares are held by the Trustee on behalf of the Optionee, all rights of the Optionee over the Shares
are personal, cannot be transferred, assigned, pledged or mortgaged, other than by will or pursuant to the laws of descent and
distribution.
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