Incredimail 2012 Annual Report Download - page 91

ITEM 19. EX HIBIT S:
__________________________
No.
Description
1.1
Memorandum of Association of Registrant. (1)
1.2
Amended and Restated Articles of Association of Registrant, dated February 3, 2006.
4.1
The Registrant
’
s 2003 Israeli Share Option Plan and the U.S. Addendum to such plan.
4.2
Google Search and Advertising Services Agreement, dated December 27, 2010, between the Company and Google Ireland Limited, (2)
and the Amendment to said agreement, dated January 31 2013.
4.3
Stock Purchase Agreement among Ofer Adler, the Company and the purchasers listed therein, dated January 24, 2011. (3)
4.4
Registration Rights Agreement among the Company and the investors listed therein, dated January 24, 2011. (3)
4.5 Commitment Letter and Financial Covenants Letter among the Company and Bank Leumi Le-
Israel, B.M., dated September 6, 2011,
(4) and an amendment thereto.
4.6
Commitment Letter and Financial Covenants Letter among the Company and the First International Bank of Israel, B.M., dated
September 6, 2011 (translated from Hebrew), (4) and an amendment thereto (translated from Hebrew).
4.7
Agreement and Plan of Merger, dated July 31, 2011, by and among the Company, Incredimail Inc., Seder Merger Inc., Smilebox, Inc.
and Andrew Wright and Shareholder Representative Services LLC, as the Shareholder Representative dated as of July 31, 2011. (4) (5)
4.8
Google Search and Advertising Services Agreement, dated April 23, 2013, between the Company and Google Ireland Limited.*
4.9
Share Purchase Agreement by and among Perion Network Ltd., SweetIM Ltd., SweetIM Technologies Ltd., the Shareholders of
SweetIM Ltd. and Nadav Goshen as Shareholders’
Agent, dated as of November 7, 2012, and Amendment No. 1, dated as of November
30, 2012.
4.10
Registration Rights Agreement among the Company and the investors listed therein, dated as of November 7, 2012.
8
List of all subsidiaries.
12.1
Certification required by Rule 13a
-
14(a) or Rule 15d
-
14(a) executed by the Chief Executive Officer of the Company.
12.2
Certification required by Rule 13a
-
14(a) or Rule 15d
-
14(a) executed by the Chief Financial Officer of the Company.
13.1
Certification required by Rule 13a
-
14(b) or Rule 15d
-
14(b) and Section 1350 of Chapter 63 of T
itle 18 of the United States Code.
13.2
Certification required by Rule 13a
-
14(b) or Rule 15d
-
14(b) and Section 1350 of Chapter 63 of T
itle 18 of the United States Code.
15.1
Consent of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global, Independent Auditors.
101 The following financial information from Perion Network Ltd.’s Annual Report on Form 20-
F for the year ended December 31, 2012,
formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at December 31, 2011 and 2012; (ii)
Consolidated Statements of Income for the years ended December 31, 2010, 2011 and 2012; (iii) Consolidated Statements of
Comprehensive Income for the years ended December 31, 2010, 2011 and 2012; (iv) Statements of Changes in Shareholders’
Equity
and Comprehensive Income for the years ended December 31, 2010, 2011 and 2012; (v) Consolidated Statements of Cash Flows for the
years ended December 31, 2010, 2011 and 2012; and (vi) Notes to Consolidated Financial Statements. (6)
(1) Previously filed with the SEC on October 25, 2005 as an exhibit to our registration statement on Form F-1 (File No. 333-
129246), and
incorporated herein by reference.
(2) Previously filed with the SEC on March 8, 2011 as an exhibit to our annual report on Form 20-
F, and incorporated herein by
reference. Confidential treatment was requested and approved with respect to certain portions of this exhibit pursuant to 17.C.F.R. §§
230.406 and 200.83. Omitted portions were filed separately with the SEC.
(3)
Previously filed with the SEC on March 9, 2011 as an exhibit to our annual report on Form 20
-
F, and incorporated herein by reference.
(4)
Previously filed with the SEC on March 22, 2012 as an exhibit to our annual report on Form 20
-
F, and incorporated herein by reference.
(5) Confidential treatment was requested and approved with respect to certain portions of this exhibit pursuant to 17.C.F.R. §§ 230.406 and
200.83. Omitted portions were filed separately with the SEC.