0001213900-25-013823 Sample Contracts

RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • February 14th, 2025 • Revium Rx.

This Research and License Agreement (“Agreement”) is made in Jerusalem 24th day of November 2022 (the “Effective Date”), by and between YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”) of the first part, and LIPOVAC LTD., Company No. 516352408, of 10 Dover Shalom, Beit Shemesh, Israel (the “Company”), of the second part (each of Yissum and the Company, a “Party”, and collectively the “Parties”).

Warrant
Warrant Agreement • February 14th, 2025 • Revium Rx.

THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

FORM OF SUBSCRIPTION AGREEMENT
Subscription Agreement • February 14th, 2025 • Revium Rx. • New York

This Subscription Agreement (this “Agreement”) has been executed by the purchaser set forth on the signature page hereof (the “Purchaser”) in connection with the private placement offering (the “Offering”) by Revium Recovery, Inc., a Delaware corporation (“Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 14th, 2025 • Revium Rx.

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of 18th of December, 2024 (“Effective Date”), between Revium Recovery Ltd., a company organized under the laws of the state of Israel, whose registered address is 10 Hamenofim, Herzelia (“Company”) and David Akunis whose address is 31 Yehuda Hanasi St.. Tel Aviv 6939101, Israel (“Manager”).

CONSULTANCY AGREEMENT
Consultancy Agreement • February 14th, 2025 • Revium Rx.

Revium Recovery Ltd., a company duly organized under the laws of Israel with a registered number 516211141 (hereinafter the “Company” or “Revium”), with its principal address 9 Metzada St. Bnei Brak, ISRAEL (the "Company");

THIRD AMENDMENT TO CONSULTING AGREEMENT
Consulting Agreement • February 14th, 2025 • Revium Rx.

This Third Amendment to Consulting Agreement (this “Amendment”) is entered into as of December 24, 2024 (the “Effective Date”), by and between Revium Recovery, Ltd., an Israeli company, with offices at 10 Hamenofim St., Herzelyia, Israel (the “Company”), and Inna Martin, ID number 317194264 (the "Consultant”). Company and Consultant shall be collectively referred to herein as the “Parties”.

STOCK EXCHANGE AGREEMENT
Stock Exchange Agreement • February 14th, 2025 • Revium Rx.

THIS STOCK EXCHANGE AGREEMENT (this “Agreement”) is made as of the 14th day of November 2023, by and among REVIUM RECOVERY, INC., a Delaware corporation (“RVRC” or the “Company”),LipoVation, Ltd., a company organized under the laws of the State of Israel (“LipoVation”) and the undersigned security holders of LipoVation as listed in Exhibit A hereto (the “LipoVation Shareholders”). For purposes of this Agreement the Company, LipoVation, and the LipoVation Shareholders are sometimes collectively referred to as the “Parties” and individually as a “Party.”

AMENDMENT AS OF 29 June 2023 to CONSULTANCY AGREEMENT (“AGREEMENT”) signed December 15th, 2020 Between Revium Recovery Ltd. (the “Company”) And Inna Martin
Consultancy Agreement • February 14th, 2025 • Revium Rx.

WHEREWAS: the parties wish to amend the Agreement only regarding the details mentioned in this Amendment specifically;

SECOND AMENDMENT TO RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • February 14th, 2025 • Revium Rx.

This Second Amendment to Research and License Agreement (the “Second Amendment”) is made in Jerusalem this 25th day of October 2023 (the “Second Amendment Effective Date”), by and between YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”) of the first part, and LIPOVATION LTD., Company No. 516352408, of 10 Dover Shalom, Beit Shemesh, Israel (the “Company”), of the second part (each of Yissum and the Company, a “Party”, and collectively the “Parties”)

SECOND AMENDMENT TO THE RESEARCH AND OPTION AGREEMENT
Research and Option Agreement • February 14th, 2025 • Revium Rx.

This Second Amendment to the Research and Option Agreement (the “Second Amendment”) is made in Jerusalem on November 25, 2021, with retroactive effect as of August 1, 2021(the “Second Amendment Effective Date”), by and between:

FIRST AMENDMENT TO RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • February 14th, 2025 • Revium Rx.

This First Amendment to Research and License Agreement (the “First Amendment”) is made in Jerusalem this 25th day of October 2023 (the “First Amendment Effective Date”), by and between YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”) of the first part, and LIPOVATION LTD., Company No. 516352408, of 10 Dover Shalom, Beit Shemesh, Israel (the “Company”), of the second part (each of Yissum and the Company, a “Party”, and collectively the “Parties”)

Contract
Research and Option Agreement • February 14th, 2025 • Revium Rx.

Re: Research and Option Agreement dated as of March 16, 2021 (“Agreement”) by and between YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVESITY OF JERUSALEM (“Yissum”) and LIPOVAC LTD. (“Lipovac”)

RESEARCH AND OPTION AGREEMENT
Research and Option Agreement • February 14th, 2025 • Revium Rx.

YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”), of the first part; and

FIRST AMENDMENT TO RESEARCH AND LICENSE AGREEMENT
Research and License Agreement • February 14th, 2025 • Revium Rx.

This First Amendment to the Research and License Agreement (the “First Amendment”) is made in Jerusalem this 25th day of October 2023 (the “First Amendment Effective Date”), by and between YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (“Yissum”) of the first part, and LIPOVATION LTD., Company No. 516352408, of 10 Dover Shalom, Beit Shemesh, Israel (the “Company”), of the second part (each of Yissum and the Company, a “Party”, and collectively the “Parties”)

RESEARCH AND OPTION AGREEMENT
Research and Option Agreement • February 14th, 2025 • Revium Rx.

This Research and Option Agreement (the “Agreement”) is made in Jerusalem this 25th day of October 2023 (the “Effective Date”), by and between: