Incredimail 2012 Annual Report Download - page 200

Signed by the parties on the dates shown below.
16.2
Neither party may assign any of its rights or obligations under this GSA or any Agreement without the prior written consent of the
other. Where a party gives the other party such written consent: (a) the assignor shall ensure that the assignee has agreed in writing to
be bound by the terms of this GSA and the applicable Agreement(s); and (b) the assignment takes effect from 23:59 on the last day of
the relevant calendar month.
16.3
[
***
]
16.4
Neither this GSA nor any Agreement confers any benefits on any third party unless it expressly states that it does.
16.5
Neither this GSA nor any Agreement will create an agency, partnership or joint venture between the parties.
16.6
Neither party will be liable for failure to perform or delay in performance to the extent caused by circumstances beyond its reasonable
control.
16.7
[
***
]
16.8
Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under this GSA or
any Agreement.
16.9
If any term (or part of a term) of this GSA or any Agreement is invalid, illegal or unenforceable, the rest of this GSA or that Agreement
(as applicable) will continue in force unaffected.
16.10
Subject to clause 13.1(b), this GSA and the Order Forms entered into under it set out all terms agreed between the parties and
supersedes all previous or contemporaneous agreements between the parties relating to its subject matter. In entering into this GSA and
the related Order Forms neither party has relied on, and neither party will have any right or remedy based on, any statement,
representation or warranty (whether made negligently or innocently), except those expressly set out in this Agreement.
16.11 This GSA and any Agreements and any dispute (contractual or non-
contractual) concerning this GSA and any Agreement(s) or their
subject matter or formation (a
“
Dispute
”
)
are governed by English law.
16.12
Any Dispute shall be referred to and finally resolved by arbitration under the rules of the LCIA, which rules are deemed to be
incorporated by reference into this clause. The number of arbitrators shall be three. The seat, or legal place, of arbitration shall be
London, England. The language to be used in the arbitration shall be English.
16.13
Clause 16.12 shall be without prejudice to the right of either party to apply to any court of competent jurisdiction for emergency,
interim or injunctive relief (together " Interim Relief
"). Except where Company has its registered office or principal place of business
in Russia or Ukraine, such Interim Relief shall be subject to review and subsequent adjudication by the arbitral tribunal such that any
dispute in respect of Interim Relief shall be determined by the arbitral tribunal.
Google Company
By: /s/ Ailis Daly for Graham Law (Board Director) By: /s/ Josef Mandelbaum, Yacov Kaufman
Print Name: /s/ Ailis Daly for Graham Law (Board Director) Print Name: Josef Mandelbaum, Yacov Kaufman
Title: Director Title: CEO, CFO
Date: April 23, 2013 Date: April 23, 2013
15