UNDERWRITING AGREEMENT SIMILARWEB LTD. [l] Ordinary SharesUnderwriting Agreement • May 3rd, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc. • New York
Similarweb Ltd., a company organized under the laws of the State of Israel (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [l] ordinary shares, NIS 0.01 par value per ordinary share (“Ordinary Shares”), of the Company, and a shareholder of the Company named in Schedule 2 hereto (the “Selling Shareholder”) proposes to sell to the several underwriters an aggregate of [l] Ordinary Shares (collectively, the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional [l] Ordinary Shares (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc. • London
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of December 30, 2020 (the “Effective Date”) between (a) SILICON VALLEY BANK, a California corporation (“Bank”), and (b) SIMILARWEB LTD, a private company organized under the laws of the State of Israel (“ISR Borrower”), SIMILARWEB UK LIMITED, a limited liability company incorporated under the laws of England and Wales with company number 08634777 and its registered address at Milton Gate, 60 Chiswell St., London EC17 4AG, United Kingdom, (“UK Borrower”), and SIMILARWEB, INC., a Delaware corporation with its registered address at 35 E. 21st St., New York, NY 10010, USA (“US Borrower) (ISR Borrower, UK Borrower and US Borrower are hereinafter jointly and severally, individually and collectively, referred to as “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENTInvestors' Rights Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
THIS AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT (this “Agreement”) is made as of the 21st day of October 2020 by and among SimilarWeb Ltd., an Israeli company (the “Company”), Mr. Or Offer and Mr. Nir Cohen (the “Founders”) and the persons and entities identified in Schedule 1 attached hereto (the “Preferred Holders” and, together with the Founder, severally a “Holder” and collectively the “Holders”).
Addendum No. 1 to Mutual License and Services AgreementLicense and Services Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
This Addendum No. 1 to Mutual License & Services Agreement (the “Addendum”), dated as of the signature date below (“Effective Date”), is entered herein by SimilarTech Ltd., with its principal offices at 65 Menachem Begin Road, Tel Aviv, Israel (“SimilarTech”) and SimilarWeb Ltd., with its principal offices at 121 Menachem Begin Road, Tel Aviv, Israel (“SimilarWeb”). SimilarWeb and SimilarTech are referred to herein individually as a “Party” and collectively as the “Parties”.
DATA SUPPLY & LICENSE AGREEMENTLicense Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc. • London
This Data Supply & License Agreement (this “Agreement”) is made and entered into as of this 14 day of February, 2014 (the “Effective Date״), by and between Myriad International Holdings BV, a corporation organized and existing under the laws of the Netherlands, with offices at Taurusavenue 105, 2132LS Hoofddorp, Amsterdam, The Netherlands (“Naspers”) and SimilarWeb Ltd., an Israeli corporation with offices at Levistein Tower, 4th floor, 23 Menachem Begin Road, Tel Aviv (“SimilarWeb”).
Master License and Services AgreementLicense and Services Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
This Mutual License and Services Agreement (hereinafter referred to as the “Agreement”) is entered into as of the date of signature set forth below, to document an arrangement in place by and among SimilarWeb Ltd., an Israeli company with offices located at 23 Menachem Begin Rd. Tel Aviv, Israel (hereinafter “SimilarWeb”) and SimilarTech Ltd. an Israeli company with offices located at 23 Menachem Begin Rd. Tel Aviv, Israel (hereinafter “Licensee”), Yaniv Hadad and Eyal Weiss (the “Licensee Founders”) (each, a “Party” and collectively, the “Parties”), which arrangement has been in place among the Parties since June, 2014 (the “Effective Date”).
ADDENDUM NO. I. TO A DATA SUPPLY & LICENSE AGREEMENT Effective as of August 2015 (“Effective Date”)License Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
This Addendum No. 1 (“Addendum”) to a certain Data Supply & License Agreement dated February 14, 2014 by and between Myriad International Holdings BV, a corporation organized and existing under the laws of the Netherlands, and SimilarWeb Ltd., an Israeli corporation (the “Agreement”) in hereby entered as of the Effective Date.
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 22nd, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of __________, 2021, is entered into by and between Similarweb Ltd., an Israeli company whose address is 121 Menachem Begin Rd., Tel Aviv-Yafo 6701203, Israel (the “Company”), and the undersigned Director or Officer of the Company whose name appears on the signature page hereto officer (the “Indemnitee”).
ADDENDUM NO. 2 TO THE DATA SUPPLY & LICENSE AGREEMENT Effective as of 10 January 2017 (“Effective Date”)License Agreement • April 15th, 2021 • Similarweb Ltd. • Services-computer programming, data processing, etc.
SimilarWeb – First LMA to LSA LOAN MODIFICATION AGREEMENT This Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of November 13, 2022 (the “LMA Effective Date”), by and among (a) SILICON VALLEY BANK, a California...Loan Modification Agreement • March 23rd, 2023 • Similarweb Ltd. • Services-computer programming, data processing, etc.
