According to Don, the first draft of an agreement that was exchanged between the parties related to this engagement – i.e., an engagement for the purpose of recruiting investors in the company and not for the purposes of an IPO. In this framework, a draft was submitted as the basis for which the Finders Fee agreement prepared by the law firm of Amit Pollak Matalon and on which changes were made by Don and Peleg, without any of them using legal services for this purpose.
There is no dispute that this is an agreement in the English language, a draft of which – signed by the plaintiff – was attached, as aforesaid, as Appendix 2 to Don's affidavit (which, as stated in paragraph 25 of Peleg's affidavit, there is no dispute that the plaintiff did indeed sign it). As stated, in the framework of his affidavit, Peleg refers to this affidavit only by saying incidentally, at a later chronological stage, when he only notes that he signed the agreement in the past, before the possibility of an IPO was considered. As for this, it should be emphasized – in his affidavit Peleg does not address the questions – who drafted this agreement, or why this agreement was made, why the plaintiff signed this agreement, under what circumstances or when. I am of the opinion that Peleg's limited reference to this agreement, which, as stated, was signed by the plaintiff and the incidental mention that the agreement was signed before the possibility of an IPO was raised – support the version as to the nature of the relationship between the plaintiff and the company at the outset – i.e., that it is indeed a relationship that at its beginning – a desire to hire the plaintiff's services as a fundraiser. It should also be emphasized that Peleg admits that the plaintiff and he signed this agreement, but according to him, the agreement did not come into effect, since it was not signed by the defendant. As for this argument, even to the extent that it is substantial – i.e., even to the extent that the agreement does not bind the company that did not sign it, it is clear that the plaintiff and Peleg's signature on this agreement has legal significance, since – the signing of the agreement by the plaintiff and Peleg and its transfer to the defendant constitutes an offer to the company that had it been accepted, an agreement would have been made. Therefore, the plaintiff and Peleg's signature of this agreement indicates that they agreed to its terms at the stage when it was signed by them.
- HENCE TO THE AGREEMENT ITSELF - THE AGREEMENT IS TITLED "FINDER FEE AGREEMENT" AND IN ACCORDANCE WITH THE AGREEMENT, THE SERVICES OF THE LOCATOR (THE "FINDER") WERE HIRED IN ORDER TO BRING CONTACTS TO THE COMPANY. As for this, in clause 1.1 of this Agreement, an "Approved Contact" is defined as -
"means ,any person or entity interested in effecting a Transaction (as defined below),which was introduced to the Company by Finder during the Term of this Agreement;provided tha prior to any such introduction and as c condition thereto, the Finder must obtain the written consent of the Company to contact such person or entity. The list of all Approved Contacts, as nay be amended from time to time by mutual consent of the parties, is as set in Appendix A attached hereto. The Company shall have absolute and sole discretion whether or not to approve any person as Approved Contact"