Everest Special Situations Fund Lp Sample Contracts

STOCK REPURCHASE AGREEMENT
Stock Repurchase Agreement • April 29th, 2010 • Everest Special Situations Fund Lp • Apparel & other finishd prods of fabrics & similar matl • Delaware

This Stock Repurchase Agreement (the “Agreement”) is entered into as of April 19, 2010, by and among Everest Special Situations Fund L.P., a Delaware limited partnership (the “Everest Fund”), Maoz Everest Fund Management Ltd., an Israeli corporation (the “General Partner”), Elchanan Maoz, individually (“Mr. Maoz”), and Simon Worldwide, Inc., a Delaware corporation (the “Company”).

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JOINT FILING AGREEMENT
Joint Filing Agreement • February 1st, 2008 • Everest Special Situations Fund Lp • Apparel & other finishd prods of fabrics & similar matl

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of Amendment No. 7 (including additional amendments thereto) to the Schedule 13D originally filed on March 7, 2006 with respect to the Common Stock of Simon Worldwide, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Contract
Joint Filing Agreement • February 20th, 2008 • Everest Special Situations Fund Lp • Photographic equipment & supplies
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