UPPER JUNCTION II

Keren 35 Ltd. (The Fund) does not sell participation units and the above mentioned does not constitute in any way a proposal or invitation for any investment but a general presentation of options for joining the pool of fund offerees who receive information on specific investments from the Fund that they may join within the confines of a proposal made to up to 35 investors and/or to investors defined as competent investors in accordance with the Securities Law 5728-1968 ("The Proposal"), subject to the law, and the Fund’s regulations and articles of association. It is hereby emphasized that the above mentioned does not constitute in any manner any guaranteed return. The above mentioned does not constitute in any way any obligation or assurance by the Fund that the application of members to make a certain investment will be accepted by the Fund or that its members in the pool or investors will generate profits at the rate mentioned in the proposal, or at all. The Fund and/or any of its managers does not guarantee and/or undertake to provide a full and/or partial reimbursement of the amount of investment in the projects and every investor is aware of the fact that the transaction involved carries a risk. The Fund operates to identify and review attractive transactions but there are no guaranteed results and the Fund does not provide any guarantee regarding any investment or assurance of any payment for any transaction. The Fund and/or any of its shareholders or managers will not be liable or guarantors if any of the amounts grossed up in these transactions are disposed and the return of the investor’s investment is harmed. Every investor will be solely liable for the loss of all or some of their investment and must be capable of assessing the nature of the investment and be financially capable of bearing negative results resulting from the investment.