CAUTIONARY STATEMENTShare Purchase Agreement • September 10th, 2012 • Comverse Technology Inc/Ny/ • Telephone & telegraph apparatus
Share Purchase Agreement (this "Agreement"), dated as of August 1, 2012, by and among Fortissimo Capital Fund II (Israel), L.P., a limited partnership organized under the laws of the Cayman Islands, Fortissimo Capital Fund III (Israel), L.P., a limited partnership organized under the laws of the Cayman Islands, and Fortissimo Capital Fund III (Cayman), L.P., a limited partnership organized under the laws of the Cayman Islands, (collectively, the "Purchaser"), Starhome B.V., a company organized under the laws of the Netherlands (the "Company"), each of the shareholders of the Company specified on the signature pages hereto (each a "Seller" and collectively the "Sellers"), and each of Shefali Shah and Azini Services LLP, in their capacity as Sellers Representatives.
To:Comverse Technology Inc/Ny/ • September 10th, 2012 • Telephone & telegraph apparatus
We refer to the share purchase agreement in relation to the sale and purchase of the entire issued share capital of Starhome B.V. (the "Company") to be entered into on or around the date of the letter between (1) Fortissimo Capital Fund II (Israel), L.P., Fortissimo Capital Fund III (Israel), L.P. and Fortissimo Capital Fund III (Cayman), L.P.,, (2) the Company, (3) the shareholders of the Company and (4) the Sellers Representatives (the "Share Purchase Agreement") and in particular to the consideration payable under the Share Purchase Agreement.
