0001144204-08-019082 Sample Contracts

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2008 • Modigene Inc. • Pharmaceutical preparations

This First Amendment to Employment Agreement (this “Amendment”) is made as of this 29th day of February, 2008 by and between MODIGENETECH LTD., an Israeli corporation (“Employer”), and EYAL FIMA (“Executive”), and amends that certain Employment Agreement, dated November 16, 2005, between Employer and Executive (as amended, restated, supplemented or modified from time to time, the “2005 Agreement”).

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FIRST AMENDMENT TO CONSULTING AGREEMENT
Consulting Agreement • March 31st, 2008 • Modigene Inc. • Pharmaceutical preparations

This First Amendment to Consulting Agreement (this “Amendment”) is made as of this 29th day of February, 2008 by and between MODIGENE INC., a Nevada corporation (the “Company”), and Avri Havron (“Executive”), and amends that certain Consulting Agreement, dated January 1, 2007, between Modigene Inc., a Delaware corporation (“Modigene DE”), and Executive (as amended, restated, supplemented or modified from time to time, the “2007 Agreement”).

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 31st, 2008 • Modigene Inc. • Pharmaceutical preparations

This Second Amendment to Employment Agreement (this “Amendment”) is made as of this 29th day of February, 2008 by and between MODIGENE INC., a Nevada corporation (“Employer”), and SHAI NOVIK (“Executive”), and amends that certain Employment Agreement, dated December 14, 2005, between Modigene Inc., a Delaware corporation (“Modigene DE”), and Executive, as amended by that certain First Amendment to Employment Agreement, dated July __, 2006 between Modigene DE and Executive (the “First Amendment”) (as amended, restated, supplemented or modified from time to time, including pursuant to the First Amendment, the “2005 Agreement”).

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