SECURITIES PURCHASE AGREEMENT By and Among CVCIGP II JERSEY INVESTMENT L.P. and THE WARBURG PINCUS SHAREHOLDERS SIGNATORY HERETO Dated as of March 18, 2008Securities Purchase Agreement • March 28th, 2008 • Citigroup Inc • National commercial banks • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 18, 2008, by and among CVCIGP II Jersey Investment L.P., a limited partnership organized under the laws of the State of Delaware (“Purchaser”), and the shareholders signatory hereto (the “Selling Shareholders”). Capitalized terms not otherwise defined where used shall have the meanings ascribed thereto in Article I.
Amendment No. 1 to the Securities Purchase AgreementSecurities Purchase Agreement • March 28th, 2008 • Citigroup Inc • National commercial banks
Amendment No. 1 (this “Amendment”), dated as of March 28, 2008, to the Securities Purchase Agreement, dated as of March 18, 2008 (the “Purchase Agreement”), by and among CVCIGP II Jersey Investment L.P., a limited partnership organized under the laws of the State of Delaware (the “Purchaser”), Warburg, Pincus Equity Partners, L.P., a limited partnership organized under the laws of the State of Delaware, Warburg, Pincus Netherlands Equity Partners I, C.V., a limited partnership organized under the laws of the Netherlands, Warburg, Pincus Netherlands Equity Partners III, C.V., a limited partnership organized under the laws of the Netherlands, Warburg, Pincus Ventures International, L.P. , a limited partnership organized under the laws of Bermuda, and Warburg, Pincus Ventures, L.P., a limited partnership organized under the laws of the State of Delaware and, for purposes of Section 4.02 only, Dr. Henry Kressel. Capitalized terms used but not defined herein shall have the respective meanin
AGREEMENT OF JOINT FILINGJoint Filing Agreement • March 28th, 2008 • Citigroup Inc • National commercial banks
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree by and among them to the joint filing on behalf of them of a Statement on Schedule 13D and any and all amendments thereto and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together constitute one instrument.
AGREEMENT OF JOINT FILINGJoint Filing Agreement • March 28th, 2008 • Citigroup Inc • National commercial banks
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree by and among them to the joint filing on behalf of them of a Statement on Schedule 13D and any and all amendments thereto and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together constitute one instrument.
