0001178913-08-000665 Sample Contracts

Merhav Ampal Energy Ltd Company No. 51-375407-7
Ampal-American Israel Corp • March 17th, 2008 • Investors, nec

Whereas we, the undersigned, Merhav Ampal Energy Ltd, Company No. 51-375407-7 (hereafter: “the Company”) have received and/or are to receive from you, Israel Discount Bank Ltd (hereafter: “the Bank”), loans, credit, guarantees and sundry banking services (hereafter: “the credits”) and we accordingly owe and/or shall owe the Bank debts, obligations, charges and various amounts and all in accordance with the Bank’s records as may be valid from time to time and at all times (hereafter: “the debts”), and in connection therewith the Company has signed and/or is to sign, has delivered and/or is to deliver to the Bank various instruments in connection with the credits and/or the debts including and inter alia forms, confirmations, letters of conditions, security and bonds, insurance rights and so forth, in accordance with the Bank’s records as may be from time to time and at all times; accordingly, as security and bond additional to the credits and the debts we do hereby irrevocably warrant,

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PLEDGE AGREEMENT
Pledge Agreement • March 17th, 2008 • Ampal-American Israel Corp • Investors, nec • New York

PLEDGE AGREEMENT, dated as of December 25, 2007, Merhav (m.n.f.) Limited a company established under the laws of Israel (“Pledgor”) and Ampal-American Israel Corporation, a New York Corporation (“Pledgee”).

SHARE PURCHASE AGREEMENT Made and signed as of the 20th day of November, 2007 By and Between
Share Purchase Agreement • March 17th, 2008 • Ampal-American Israel Corp • Investors, nec

Netherlands Industrial Chemical Enterprises B.V., a private company with limited liability under the laws of the Netherlands, with corporate seat in Amsterdam, and address at 3606 AK Maarssen, Planetenbaan 108, (“N.I.C.E.”), on the one part

OPTION AGREEMENT among AMPAL-AMERICAN ISRAEL CORPORATION and MERHAV (M.N.F.) Limited dated as of December 25, 2007
Option Agreement • March 17th, 2008 • Ampal-American Israel Corp • Investors, nec • New York

OPTION AGREEMENT (this “Agreement”), dated as of December 25, 2007, by and among Ampal-American Israel Corporation, a New York corporation (“Ampal”), and Merhav (m.n.f.) Limited, a company organized under the laws of the State of Israel (“Merhav”) (each, a “Party” and, collectively, the “Parties”).

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