Epstein Secrets

independent non-executive directors are not already members of the Mobileye Board) to replace certain resigning members of the Mobileye Board (the "Governance Resolutions"): (d) adopt one or more resolutions to (i) amend the arti

ordance with section 2:24 of the DCC: and (g) conduct such other business as may properly come before the meeting. To the extent that, at the EGM. the Governance Resolutions, the Conversion Resolutions (which are described in greater details in clause (d) above), or the Pre-Wired Asset Sale Resolutions (which are describ

(g) (h) (I) the Material Adverse Effect Condition: certain directors who are being replaced have resigned from the Mobileye Board in accordance with the Purchase Agreement: the Governance Resolutions have been adopted at the EGM or a subsequent EGM: Mobileye has delivered to

dverse Effect Condition: certain directors who are being replaced have resigned from the Mobileye Board in accordance with the Purchase Agreement: the Governance Resolutions have been adopted at the EGM or a subsequent EGM: Mobileye has delivered to Intel a certificate signed by an authorized officer of Mobileye dated as

the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing. After the Offer Closing. Purchaser intends to cause Mobileye to terminate the listing of the Shares on the NYSE (

ares and (b) the date the completion of the Second Step Distribution and Liquidation. Purchaser expects that, subject to the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing.

independent non-executive directors are not already members of the Mobileye Board) to replace certain resigning members of the Mobileye Board (the "Governance Resolutions"): (d) adopt one or more resolutions to (i) amend the arti

ordance with section 2:24 of the DCC: and (g) conduct such other business as may properly come before the meeting. To the extent that, at the EGM. the Governance Resolutions, the Conversion Resolutions (which are described in greater details in clause (d) above), or the Pre-Wired Asset Sale Resolutions (which are describ

(g) (h) (I) the Material Adverse Effect Condition: certain directors who are being replaced have resigned from the Mobileye Board in accordance with the Purchase Agreement: the Governance Resolutions have been adopted at the EGM or a subsequent EGM: Mobileye has delivered to

dverse Effect Condition: certain directors who are being replaced have resigned from the Mobileye Board in accordance with the Purchase Agreement: the Governance Resolutions have been adopted at the EGM or a subsequent EGM: Mobileye has delivered to Intel a certificate signed by an authorized officer of Mobileye dated as

the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing. After the Offer Closing. Purchaser intends to cause Mobileye to terminate the listing of the Shares on the NYSE (

ares and (b) the date the completion of the Second Step Distribution and Liquidation. Purchaser expects that, subject to the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing.

independent non-executive directors are not already members of the Mobileye Board) to replace certain resigning members of the Mobileye Board (the "Governance Resolutions"): (d) adopt one or more resolutions to (i) amend the arti

ordance with section 2:24 of the DCC: and (g) conduct such other business as may properly come before the meeting. To the extent that, at the EGM. the Governance Resolutions, the Conversion Resolutions (which are described in greater details in clause (d) above), or the Pre-Wired Asset Sale Resolutions (which are describ

the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing. After the Offer Closing. Purchaser intends to cause Mobileye to terminate the listing of the Shares on the NYSE (

ares and (b) the date the completion of the Second Step Distribution and Liquidation. Purchaser expects that, subject to the receipt of approval of the Governance Resolutions by Mobileye shareholders at the EGM. at least five designees of Purchaser will be appointed to the Mobileye Board effective upon the Offer Closing.