0001104659-06-026285 Sample Contracts

VOTING AGREEMENT

Voting Agreement • April 20th, 2006 • VeriFone Holdings, Inc. • Calculating & accounting machines (no electronic computers) • New York

• Contract Type
  Voting Agreement
• Filed
  April 20th, 2006
• Company
  VeriFone Holdings, Inc.
• Industry
  Calculating & accounting machines (no electronic computers)
• Jurisdiction
  New York

VOTING AGREEMENT (this “Agreement”), dated as of April 10, 2006, among VERIFONE HOLDINGS, INC., a Delaware corporation (“VeriFone”), and the undersigned shareholder (the “Shareholder”) of LIPMAN ELECTRONIC ENGINEERING LTD., an Israeli company (“Lipman”). Except as otherwise provided herein, capitalized terms that are used but not otherwise defined herein shall have the meaning assigned to such terms in the Merger Agreement (as defined below).

INVESTMENT AGREEMENT

Investment Agreement • April 20th, 2006 • VeriFone Holdings, Inc. • Calculating & accounting machines (no electronic computers) • New York

• Contract Type
  Investment Agreement
• Filed
  April 20th, 2006
• Company
  VeriFone Holdings, Inc.
• Industry
  Calculating & accounting machines (no electronic computers)
• Jurisdiction
  New York

This Investment Agreement (this “Agreement”), dated as of April 10, 2006, among VERIFONE HOLDINGS, INC., a Delaware corporation (“VeriFone”), and the undersigned shareholder (the “Shareholder”) of LIPMAN ELECTRONIC ENGINEERING LTD., an Israeli company (“Lipman”). Except as otherwise provided herein, capitalized terms that are used but not otherwise defined herein shall have the meaning assigned to such terms in the Merger Agreement (as defined below).