Common use of Warrant Coverage Clause in Contracts

Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage of the aggregate number of shares of common stock (or common stock equivalent, if applicable) placed in the Public Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes a “greenshoe” or “additional investment” component, such number of shares of common stock underlying such “greenshoe” or “additional investment” component, with the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon the exercise of such component), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public Offering are convertible, the W▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering Price.

Warrant Coverage. The Company shall issue to W▇▇▇▇R▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇R▇▇▇▇▇ Warrants”) to purchase that number of ordinary shares of common stock of the Company equal to a percentage 6.5% of the aggregate number of ordinary shares of common stock (or common stock equivalent, if applicable) placed in the Public Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes a “greenshoe” or “additional investment” option component, such number of ordinary shares of common stock underlying such “greenshoe” or “additional investment” option component, with the W▇▇▇▇R▇▇▇▇▇ Warrants issuable upon the exercise of such componentoption), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public Offering are convertible, the W▇▇▇▇R▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the Offering Price (as defined hereunder). The WR▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such R▇▇▇▇▇ Warrant shall have an exercise price equal to 125% of the offering price per ordinary share (or the implied price per ordinary share (as determined by the parties in good faith) if sold as part of a unit or underlying convertible securities issued as part of a unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the ordinary share on the date the Offering is commenced (such price, the “Offering Price”). If no warrants are issued to investors in the Offering, the R▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to WR▇▇▇▇▇▇▇▇▇▇ and to the Company, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in Offering Price. It is hereby acknowledged that the applicable Public Offering Company may not have sufficient authorized and if such offering price is not available, unreserved ordinary shares for the market price issuance of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public Offering, the W▇▇▇▇entire number of R▇▇▇▇▇ Warrants Warrants. In such case, the Company shall have issue the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇R▇▇▇▇▇ Warrants shall have an exercise price equal Warrants, subject to 125% shareholder approval for the increase of the Offering PriceCompany's authorized share capital in an amount of shares sufficient to cover the issuance of the shares underlying the R▇▇▇▇▇ Warrants. The Company will include a proposal in this regard at the next general meeting of the Company’s shareholders however it is hereby acknowledged that the Company cannot undertake that the shareholders will approve such proposal.

Warrant Coverage. The Company shall issue to W▇▇▇▇R▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇R▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage 5% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Common Stock placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes Securities are convertible or include a “greenshoe” or “additional investment” option component, such number of shares of common stock Common Stock underlying such “greenshoe” Securities or “additional investment” componentoptions, with the W▇▇▇▇▇▇▇▇▇ Warrants warrant issuable upon conversion of the Securities or the exercise of such componentthe option), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public an Offering are non-convertible, the W▇▇▇▇R▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the then market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”)Common Stock. If warrants are issued to investors in the Public Offering, the W▇▇▇▇The R▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇R▇▇▇▇▇ Warrants Warrant shall have an exercise price equal to 125% of the Offering Pricepublic offering price per share in the applicable Offering. If no warrants are issued to investors in an Offering, the R▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to R▇▇▇▇▇, have a term of 5 years and an exercise price equal to 125% of the then market price of the Common Stock. Except as expressly set forth above, all of the terms and conditions of the Engagement Agreement shall continue in full force and effect after the execution of this agreement and shall not be in any way changed, modified or superseded by the terms set forth herein. Defined terms used herein but not defined herein shall have the meanings given to such terms in the Engagement Agreement. This agreement may be executed in two or more counterparts and by facsimile or “.pdf” signature or otherwise, and each of such counterparts shall be deemed an original and all of such counterparts together shall constitute one and the same agreement.

Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage (i) 6% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Common Stock placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes a “greenshoe” Securities are convertible or include an “additional investment” option component, such shares of Common Stock underlying such Securities or options but not including the proceeds of any warrants issued as part of the Offering) in the event the gross proceeds in such Offering are $7,000,000 or more and (ii) 4% of the aggregate number of shares of common stock underlying such “greenshoe” Common Stock placed in each Offering (if the Securities are convertible or include an “additional investment” option component, with such shares of Common Stock underlying such Securities or options but not including the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon proceeds of any warrants issued as part of the exercise of such component), as follows: a. If Offering) in the aggregate event the gross proceeds raised in the Public such Offering (other than any gross proceeds raised from the Insiders) is are less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%7,000,000. If the Securities included in the Public an Offering are non-convertible, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the then market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”)Common Stock. If warrants are issued to investors in the Public Offering, the WThe ▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering. If no warrants are issued to investors in an Offering, except that such Wthe ▇▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to ▇▇▇▇▇▇▇▇▇▇, have a term of 5 years and an exercise price equal to 125% of the Offering Pricethen market price of the Common Stock.

Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock ordinary shares, par value NIS 0.25 per share (“Ordinary Shares”), of the Company equal to a percentage 6.0% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Ordinary Shares placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public an Offering includes a “greenshoe” or “additional investment” option component, such number of shares of common stock Ordinary Shares underlying such “greenshoe” or “additional investment” option component, with the W▇▇▇▇▇▇▇▇▇▇ Warrants issuable upon the exercise of such componentoption), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public an Offering are convertible, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such ▇▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the Ordinary Shares on the date an Offering is commenced (such price, the “Offering Price”). If no warrants are issued to investors in an Offering, the ▇▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share Offering Price. Certain confidential information contained in this document, marked by brackets and asterisk, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K, because it (or unit, if applicablei) in the applicable Public Offering and if such offering price is not availablematerial and (ii) would be competitively harmful if publicly disclosed. 3. Expense Allowance. Out of the proceeds of each Closing, the market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued Company also agrees to investors in the Public Offering, the Wpay ▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price (a) a management fee equal to 1251.0% of the gross proceeds raised in each Offering; (b) $35,000 for non-accountable expenses (to be reduced to $30,000 for a Warrant Restructuring); (c) up to $90,000 for fees and expenses of outside legal counsel and other out-of-pocket expenses for an Offering Priceother than a Warrant Restructuring; plus the additional amount payable by the Company pursuant to Paragraph D.3 hereunder; provided, however, that such amount in no way limits or impairs the indemnification and contribution provisions of this Agreement.

Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage 5% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Common Stock placed in the Public each Offering (inclusive of which shall not include the shares of common stock placed with Common Stock underlying the Insiderswarrants issued to investors in the Offering) (and if the Public Offering includes Securities are convertible or include a “greenshoe” or “additional investment” option component, such number of shares of common stock Common Stock underlying such “greenshoe” Securities or “additional investment” componentoptions), with provided, that if New Mountain Vantage Advisors, LLC or Linde North America or their affiliates invest in an Offering, the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon with respect to such investors shall be 2.0% of the exercise number of shares of Common Stock placed to such component), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%investors. If the Securities included in the Public an Offering are non-convertible, the W▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the then market price of the Common Stock. The W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that the W▇▇▇▇▇▇▇▇▇ Warrants will have an exercise price equal to 125% of the per share offering price in the applicable Offering Price (as defined hereunderand shall otherwise comply with FINRA Rule 5110(g). The If no warrants are issued to investors in an Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) 5 years and an exercise price equal to 125110% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the then market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering PriceCommon Stock.