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INDEMNIFICATION
AGREEMENT
This
INDEMNIFICATION AGREEMENT (this “Indemnification
Agreement” ) dated as of the 1 st day of December, 2005 is entered into by and
between Spark Networks plc (the “Company” ) and
Alon Carmel, an individual ( “Shareholder”)
.
WHEREAS ,
Shareholder is a former employee of the Company;
WHEREAS ,
in connection with Shareholder’s service to the Company,
Shareholder was granted options to purchase 2,000,000 ordinary
shares of the Company (the “Options”
);
WHEREAS ,
on date even herewith Shareholder exercised the Options;
and
WHEREAS ,
Shareholder desires to indemnify and hold harmless the Company with
respect to certain obligations the Company may have to withhold
federal, state or local taxes that may be imposed on Shareholder
with respect of the exercise of the Options.
NOW,
THEREFORE , in consideration of the foregoing, and other good
and valuable consideration, the receipt and sufficiency of which is
acknowledged, and intending to be legally bound hereby, the parties
hereto agree as follows:
1.
Indemnification . Shareholder will indemnify and pay
to the Company within ten (10) days of written notice by the
Company, any taxes (including income, employment or
other
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