Share Purchase AgreementShare Purchase Agreement • December 9th, 2019 • T.N.R. Investments Ltd. • Communications services, nec
This Share Purchase Agreement (this “Agreement”) is entered into as of June 24, 2019, by and among Internet Gold – Golden Lines Ltd., a company organized under the laws of the State of Israel, having its registered office at 2 Dov Friedman St., Ramat Gan, Israel (the “Seller”); B Communications Ltd., a company organized and existing under the laws of the State of Israel, with registration number 51-283274-2, having its registered office at 2 Dov Friedman St., Ramat Gan, Israel (the “Company”); Searchlight II BZQ, L.P., a Cayman Islands exempt limited partnership (“Purchaser A”); and T.N.R. Investments Ltd., a company organized and existing under the laws of the State of Israel (“Purchaser B”, and together with Purchaser A, the “Purchasers”; each of them a “Purchaser”) (each of the Seller, the Company and the Purchasers are referred to herein as a “Party” and together as the “Parties”).
Execution Version GOVERNANCE AND VOTING AGREEMENT by and between SEARCHLIGHT II BZQ, L.P. and T.N.R. INVESTMENTS LTD. Dated as of December 2, 2019Governance and Voting Agreement • December 9th, 2019 • T.N.R. Investments Ltd. • Communications services, nec
THIS GOVERNANCE AND VOTING AGREEMENT (this “Agreement”) is entered into as of December 2, 2019 (the “Closing Date”), by and between Searchlight II BZQ, L.P., a Cayman Islands exempt limited partnership (“Searchlight”, and together with its Affiliates who, from time to time, hold Ordinary Shares (as defined herein) , the “Searchlight Shareholders”) and T.N.R. Investments Ltd., an Israeli company (“TNR” , and together with its Affiliates who, from time to time, hold Ordinary Shares, the “TNR Shareholders”). Each of the parties hereto is also referred to herein as a “Shareholder”, and, collectively, as the “Shareholders”.
