Common use of Manager’s Insurance Clause in Contracts

Manager’s Insurance. 5.1. During the period of application of this Agreement, and subject to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deduction, the Company will contribute to the Employee’s credit, the contributions specified below to management insurance or to a pension fund: a. 5% of the Monthly Salary for pension – the Company shall contribute for the Employee. b. 8.33% of the Monthly Salary for severance – the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5% of the Monthly Salary as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salary. 5.3. It is hereby agreed that upon termination of employment according to this Agreement, the Company will release to the Employee all of the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance with the provisions of this Agreement, the Company shall release to the Employee also all of the amounts which were accrued in an insurance policy and which were contributed by the Company. The contributions on account of severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of the Severance Pay Law, 5723-1963, and the Approval of the Minister of Labor and Social Affairs in an order dated June 30, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to that.

Manager’s Insurance. 5.1. During 5.6.1 The Company and the period Employee shall contribute the following amounts on a monthly basis for pension and severance payments, to a manager’s insurance policy (Bituach Menahalim) of application of this Agreement, and subject to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deduction, the Company will contribute to the Employee’s credit, the contributions specified below to management insurance or to a pension fundchoice: a. (a) The Company shall contribute: - an amount equal to 8.33% of the Salary for severance pay; - an amount equal to 5% of the Monthly Salary for towards pension – insurance; and - an amount equal to the Company shall contribute for the Employee. b. 8.33lower of (x) 2.5% of the Monthly Salary, or (y) the sum which shall provide for a disability allowance equal to seventy-five percent (75%) of the Salary for severance – during the Company disability period of the Employee, towards disability insurance. (b) The Employee shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%% of the Salary to such managers’ insurance. The sums contributed by the Employee hereby agrees that shall be deducted at source from the Company shall contribute the said rate from his salarySalary. d. 5.6.2 The Company shall ensure loss of work capacity insurance, which may be included parties agree that in the insurance policy, to the sole benefit event of termination of the Employee, and will participate ’s employment for any reason whatsoever other than Termination for Cause (as defined in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5% of the Monthly Salary as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salary. 5.3. It is hereby agreed that upon termination of employment according to this Agreement, the Company will release to the Employee all of the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance with the provisions of this AgreementSection ‎6.12 hereof), the Company shall release to the Employee also all of the amounts which were accrued at the time of such termination in an insurance policy and which were contributed by the managers’ insurance, including the Company’s contributions. The In the event of Termination for Cause, the portions of such managers’ insurance constituting the Company’s contributions on account of and excluding the Company’s contributions towards severance pay will pay, shall be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, in case that 5.6.3 Subject to payment to the Employee shall be dismissed by the Company of all payments under circumstances as defined in this Section 16 and/or Section 17 ‎5.6, including the transfer of the Severance Pay Law and/or in case that the work relation between managers’ insurance policy to the Employee and upon the termination of his employment (subject to the terms of sub-section ‎5.6.2 above), payments by the Company under this Section ‎5.6 shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution of its statutory obligation to any pay severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of pay, if required, under the Severance Pay Law, 5723-19631963 (the "Severance Pay Law"), in accordance with Section 14 of the Severance Pay Law ("Section 14") and the General Approval Regarding Payments by Employers to a Pension Fund and Insurance Fund in Lieu of Severance Pay issued under Section 14 of the Severance Pay Law (the "General Approval"), and the Approval Company shall be relieved from any additional or other obligations to pay the Employee severance pay. Concurrently with the execution of this Agreement, the Minister Employee shall execute a Section 14 acknowledgement and undertaking letter in the form attached hereto as Exhibit A. 5.6.4 The Company waives its right to a refund of Labor and Social Affairs in an order dated June 30, 1998, which was given its payments to the managers’ insurance unless the Employee’s right to severance pay is denied by a judgment according to Section 14 as aforesaid16 or 17 of the Severance Pay Law or in the event that the Employee withdraws funds from the managers’ insurance in circumstances other than a "conferring event" (within the meaning of the Severance Pay Law), including which for the amendments purposes of this Section ‎5.6.4 shall include death, disability, or retirement at the age of 60 or over. 5.6.5 The Employee shall be responsible for any tax imposed on him in connection with the above managers’ insurance and/or in connection with the Company’s contributions thereto. 5.6.6 By signing this Agreement, and the Employee affirms his consent to the arrangement set forth hereinabove, which is attached to this Agreement as Annex B. 5.6. It is agreed that in accordance with the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to thatGeneral Approval.

Manager’s Insurance. 5.1. During 3.1.1 The Company and the period Employee will contribute on a monthly basis, as part of application of this Agreement, a plan acceptable to both the Company and subject to directives which will be set forth from time to time the Employee or as premiums on a manager’s insurance policy elected by the Income Tax Commission and according to the permitted ceiling for deductionCompany, as follows: (A) the Company will shall contribute (i) an amount equal to 8.33% of the Employee’s creditSalary for severance pay, the contributions specified below (ii) an amount equal to management insurance or to a pension fund: a. 5% of the Monthly Salary for towards pension – the Company shall contribute for the Employee. b. 8.33insurance (or 6% in case of a pension fund) and up to (iii) an amount equal to (x) 2.5% of the Monthly Salary, or (y) the sum which shall provide for a disability allowance equal to seventy-five percent (75%) of the Employee’s Salary for severance – during the Company disability period of the Employee, the lower of the two, towards disability insurance (not applicable in case of a pension fund); (B) the Employee shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%% of the Salary (or 5.5% in case of a pension fund) to such plans or managers’ insurance policy. The sums contributed by the Employee hereby agrees that the Company shall contribute the said rate be deducted from his salarySalary at source. d. The Company shall ensure loss of work capacity insurance, which may be included in 3.1.2 Upon the insurance policy, to the sole benefit termination of the Employee’s employment, and will participate in insurancefor any reason whatsoever, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5% of the Monthly Salary as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salary. 5.3. It is hereby agreed that upon other than termination of employment according to this Agreement, the Company will release to the Employee all of the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance with the provisions of this Agreementevents described in Section 9.5 bellow, the Company shall release to the Employee also all of the amounts which were accrued then contained in an insurance policy and which were contributed by the Company. The contributions on account of severance pay will be released according to the Employee’s entitlement such plans or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account of policies (including the Company’s participation contributions). 3.1.3 Subject to the payment by the Company of all payments under this Section 3, including the transfer of the Managers’ Insurance Plan to the Employee upon the termination of his employment (i.e. 8.33% subject to the terms of any payment of a gross Monthly Salary) will sub-section 3.1.2 above), payments by the Company under sub-section 3.1 shall be in lieu and as a final and full substitution of its statutory obligation to any pay severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of pay, if required, under the Severance Pay Law, 5723-1963, and the Approval Company shall be relieved from any additional or other obligation to pay the Employee severance payment. Concurrently with the execution of this Agreement, the Minister of Labor Parties shall execute an acknowledgement and Social Affairs in an order dated June 30, 1998, which was given according to undertaking letter (a ‘Section 14 Undertaking’) in the form attached hereto as aforesaid, including Schedule 3.1.3. 3.1.4 The Employee shall be responsible for any tax imposed on him in connection with the amendments above plans or insurance policies and/or in connection with the Company’s contributions thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to that.

Manager’s Insurance. 5.1. (i) During the period of application of this Agreement, and subject to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deductionterm, the Company shall purchase a Manager’s Insurance Policy (the “Policy”) and/or a pension fund (the "Fund") for the benefit of Executive, as per the Executive’s election. Subject to the foregoing, the percentages of the monthly contributions shall be as follows: (a) To the Fund, the Company's contributions will contribute to be no less than14 1/3 % of the Base Salary, of which 8-1/3 % will be paid towards severance and 6% will be paid towards the pension savings component, against a deduction from the Employee’s credit, the contributions specified below Base Salary equal to management insurance or to a pension fund: a. 55.5% of the Monthly Salary for pension – Base Salary; or, (b) To the Company shall contribute for Policy, the Employee. b. 8.33Company’s contributions will be no less than 13-1/3 % of the Monthly Salary for Base Salary, of which 8-1/3% will be paid towards severance – and 5% will be paid towards the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pensionpension savings component, and in addition, an additional amount equal required to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring secure at least 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute Base Salary or in an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal up to 2.5% of the Monthly Base Salary, the lower of the two, towards disability insurance, against a deduction from the Employee’s Base Salary as aforesaidequal to 5% of the Base Salary. The Employee hereby agrees Executive will be entitled to choose whether Company's contribution shall be made under Section (a), (b) or any combination of these two options; provided that any contribution made under this Section will be calculated based on an amount not exceeding the Base Salary. The Executive shall be soley responsible for any tax liability related to any contribution by the Company will deduct to the said rate from his salaryPolicy or Fund that exceeds the highest contribution exempted by the Israeli tax laws. 5.3. (ii) The amounts which the Executive is entitled to receive from the Policy and/or the Fund accruing from disbursements paid by the Company towards the Policy/Fund shall be in lieu of the severance pay portion and shall be credited against any obligation the Company may have to pay severance pay under applicable law. (iii) It is hereby further agreed that upon termination such payment contribution made by Company towards the Policy/Fund as described in this Article II.K., shall be in place of employment according to this Agreement, the Company will release any severance payment due to the Employee all of Executive under any circumstances in which the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, Executive shall be entitled to severance payment subject to the Employee’s compliance applicable law, including but not limited to the Severance Payment Law (1963), in accordance with the provisions of this Agreement, the Company shall release Order published pursuant to the Employee also all of the amounts which were accrued in an insurance policy and which were contributed by the Company. The contributions on account of severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 section 14 of the Severance Pay Law and/or in case that (1963), as amended and as shall be amended from time to time, subject to any law or regulations (including without limitation, any restrictions on the work relation between permitted contributions such as ceilings) (the Employee “Order”). The Order as published up to the date of this Agreement is attached to this Agreement as Appendix A. The Order is hereby adopted by the parties and forms an integral part of this Agreement. (iv) According to the provisions of the Order and without derogating from there, the Company shall be terminated under circumstances of a severe discipline violationwaives any right it may have to recover sums from its contributions, breach of employment contract, betrayal of trust, an infamous crime as well as upon unless the occurrence of the events specified in Section 7.5 below, he will not be entitled Executive 's entitlement to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued has been denied in the insurance policy on account of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which the Employee will be judgment under sections 16 or will become entitled to according to any law which shall apply. This Section is according to Section 14 17 of the Severance Pay Law, 5723-1963, and unless the Approval Executive withdraws sums from pension fund or the insurance fund otherwise than in the circumstances of an “entitling event” as defined in the Minister Order (i.e., demise, disability or retirement at the age of Labor and Social Affairs in an order dated June 30, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to that60 or above).

Manager’s Insurance. 5.1Unless specified otherwise, during the term of the Executive's employment hereunder: 4.1.1. During The Company shall contribute an aggregate monthly amount equal to 13.33% of the period of application of this AgreementSalary as premium on a Managers' Insurance (Bituach Menahalim) policy (the "Managers' Insurance Policy") acceptable to the Executive, which contributions shall be allocated as follows: 8.33% towards Severance pay (the "Company's Severance Contribution Component") and 5% towards compensatory payments. In addition, the Executive shall contribute, and subject to directives which will be set forth from time to time by the Income Tax Commission for that purpose he hereby irrevocably authorizes and according to the permitted ceiling for deduction, instructs the Company will contribute to the Employee’s creditdeduct from his Salary at source, the contributions specified below an aggregate monthly amount equal to management insurance or to a pension fund: a. 5% of the Monthly Salary for pension – to such Managers' Insurance Policy as the Executive's premium in respect of the compensation component of that Managers' Insurance Policy. Subject to Section 4.1.4 below, the Company shall be the owner of all rights in such manager's insurance policies, and the Executive shall be the beneficiary thereof. 4.1.2. In addition, the Company shall contribute for the Employee. b. 8.33% of the Monthly Salary for severance – the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional aggregate monthly amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal up to 2.5% of the Monthly Salary as aforesaidpremiums on a disability insurance policy. 4.1.3. The Employee hereby agrees that Company will bear any and all taxes applicable to the Executive in connection with amounts paid by the Executive and/or the Company will deduct to the Managers' Insurance Policy and/or said rate disability insurance policy under this Section 4.1, including such amounts which exceed the amounts exempted from his salarytax under the income tax regulations applicable to payments to Managers' Insurance Policy. 5.34.1.4. It is hereby agreed that upon Upon termination of the Executive's employment according to this Agreementhereunder, the Company will release to the Employee all of the amounts accrued for any reason whatsoever other than Termination for Cause (as hereinafter defined in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance with the provisions of this AgreementSection 11 below), the Company shall release transfer the ownership of the Managers' Insurance Policy to the Employee also all Executive, in accordance with the terms stipulated therein, provided, however, that in the event of Termination for Cause, then, without derogating from any right of the amounts which were accrued in an insurance policy and which were contributed by Company under any applicable law, the Company. The contributions on account of severance pay will Executive shall not be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubtentitled to, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon not transfer to the occurrence of Executive the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued ownership in the insurance policy on account of the Company’s participation (i.e. 8.33% of 's Severance Contribution Component and any payment of a gross Monthly Salary) will be proceeds in lieu and as a final and full substitution to respect thereof and/or any severance pay to which the Employee will Executive may otherwise be or will become entitled to according to under any law which shall apply. This Section is according to Section 14 of the Severance Pay Law, 5723-1963, and the Approval of the Minister of Labor and Social Affairs in an order dated June 30, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to thatapplicable law.

Manager’s Insurance. 5.1. During The Company shall insure the period Employee under a Manager’s Insurance Policy, including insurance in the event of application illness or loss of this Agreementcapacity for work (the “Policy”), and subject shall pay a sum of up to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deduction, the Company will contribute to the Employee’s credit, the contributions specified below to management insurance or to a pension fund: a. 5an aggregate of 15.83% of the Monthly Salary for pension – towards the Company shall contribute for the Employee. b. Policy, of which (i) 8.33% shall be on account of the Monthly Salary for severance – the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurancecompensation, which may shall be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5% of the Monthly Salary as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salary. 5.3. It is hereby agreed that upon termination of employment according to this Agreement, the Company will release payable to the Employee all of the amounts accrued upon severance, in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance accordance with the provisions of this Agreement; (ii) 5% of the Salary on account of pension fund payments; and (iii) up to 2.5% of the Salary on account of disability pension payments. The Company shall deduct 5% from the Salary to be paid on behalf of the Employee towards the Policy. The Employee may extend an existing policy or plan and incorporate it into the Policy, at his discretion. The Company and the Employee agree and acknowledge that in the event the Company transfers ownership of the Policy or the right to receive such policy to the Employee, then such transfer shall release be credited against any obligation that the Company may have to pay severance pay to the Employee also all pursuant to the Severance Pay Law - 1963 (the "Severance Pay Law"). Employee agrees that the payments by the Company to the Policy in accordance with the terms hereof, shall be instead of any statutory obligation of the amounts which were accrued in an insurance policy and which were contributed by the Company. The contributions on account of Company to pay severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, and not in case that the Employee shall be dismissed under circumstances as defined addition thereto, all in accordance with Section 16 and/or Section 17 14 of the Severance Pay Law and/or in case that Law. The Parties hereby adopt the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence General Approval of the events specified in Section 7.5 belowMinister of Labor and Welfare, he will not be entitled on Employers’ Payments to severance pay Pension Funds and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account Insurance Policies Instead of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according Severance Pay According to Section 14 of the Severance Pay Law, 5723-1963attached hereto as Exhibit B. The Company hereby waives its right to a refund of payments it made to the Policy, and except: (i) in the Approval event that Employee’s right to severance pay was denied by a final judgment pursuant to Section 16 or 17 of the Minister Severance Pay Law (in which case Company shall only be entitled to a refund of Labor and Social Affairs such funds to the extent that severance pay was denied); or (ii) in an order dated June 30, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed event that the provisions of Section 4 above exhausts all of the Employee’s entitlements Employee withdrew monies from the Company for fulfilling his Office as provided in this Agreement and Policy (other than by reason of an "Entitling Event", i.e. death, disability or retirement at or after the Employee will have no claim against the Company and/or any demand in addition to thatage of sixty (60)).

Manager’s Insurance. 5.1. During The Company shall obtain for the period benefit of application the Executive a manager's insurance policy, a pension fund or a combination thereof (the "Manager's Insurance Policy"), as determined by the Executive, in the name of this Agreementthe Executive, and subject to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deduction, the Company will shall contribute to the Employee’s credit, Manager's Insurance Policy the contributions specified below following amounts: 8.33% of the Executive's Monthly Salary will be allocated to management insurance or to a pension fund: a. severance pay; 5% of the Executive's Monthly Salary for shall be allocated to pension – fund payments, provided that the Company Executive contributes an additional 5% of the Executive's Monthly Salary; and 2.5% of the Executive's Monthly Salary shall contribute for be allocated to disability pension payments. If the Employee. b. Executive chooses a combination of manager's insurance and pension fund, the contributions to the pension fund shall be as follows: 8.33% of the Monthly Salary for allocated to severance – the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5pay; 6% of the Monthly Salary contribution to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5the providence fund by the Company; and 5.5% of the Monthly Salary as aforesaidcontribution to the providence fund by the Executive. The Employee hereby agrees that Contribution of the Company will deduct to the said rate from his salary. 5.3Manager's Insurance Policy shall offset severance pay obligations. It is hereby agreed that upon termination of employment according to this AgreementNot later than seven days after each quarter, the Company will release make the necessary contributions to the Employee all Manager's Insurance Policy for purposes of calculating the amounts accrued in his name in severance pay under law for the insurance policy and which were contributed from his Salarypreceding quarter, as if the Executive's employment had been terminated at the end of such quarter. In addition, subject Contributions to the Employee’s compliance with the provisions Manager's Insurance Policy shall be made as specified in this Section 6(c) irrespective of this Agreement, whether such contributions are deductible by the Company shall release to the Employee also all of the amounts which were accrued in an insurance policy and which were contributed by the Company. The contributions on account of severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubtas expenses, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon bear any tax imposed on such contributions. The Company shall execute the occurrence of customary appendix to the events specified in Section 7.5 below, he will not Manager's Insurance Policy pursuant to which the Executive shall be entitled to a transfer of ownership of such Manager's Insurance Policy for its full value or redemption of such Manager's Insurance Policy for its full value (including severance pay and advance notice. 5.5. It is hereby agreedpayments), unequivocally that after completion of payment of all premiums with respect to such Manager's Insurance Policy, at the amounts accrued in the insurance policy on account time of any termination of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which employment relationship between the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of the Severance Pay Law, 5723-1963, Company and the Approval of the Minister of Labor and Social Affairs in an order dated June 30Executive, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from other than termination by the Company for fulfilling his Office as provided in this Agreement and willful gross misconduct by the Employee will have no claim against the Company and/or any demand in addition to thatExecutive.

Manager’s Insurance. 5.15.1.1. During As of the period Commencement Date of application of this AgreementEmployment, and subject to directives which will Employee shall be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deduction, the Company will contribute to the Employee’s credit, the contributions specified below to management insurance or entitled to a pension fund: a. 5% of the Monthly Salary for pension – Manager's Insurance Policy. Accordingly, the Company shall contribute for the Employee. b. 8.33retroactively, an aggregate monthly amount equal to 14.33% of the Monthly Salary for (as defined below) as premium on a managers’ insurance policy (Bituach Menahalim) (the “Managers’ Insurance Policy”), which contributions shall be allocated as follows: 8.33% towards severance – the Company shall contribute for the Employeepay (“Severance Pay Component”) and 6% towards compensatory payments (“Compensatory Payments Component”). c. The Company shall contribute from the Monthly Salary of the Employee for pension, an additional amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal to 2.5% of the Monthly Salary as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salary. 5.3. It is hereby agreed that upon termination of employment according to this Agreement, the Company will release to the Employee all of the amounts accrued in his name in the insurance policy and which were contributed from his Salary5.1.2. In addition, subject addition to the Employee’s compliance with the provisions of this AgreementSection ‎5.1.1 above, as of the Commencement Date of Employment, the Company shall release to the Employee also all of the amounts which were accrued contribute, on a monthly basis towards a disability insurance, in accordance with an insurance policy and which were contributed for disability allowance, as such insurance is approved by the Company. The contributions on account of severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubt, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of the Severance Pay Law, 5723-1963, and the Approval of the Minister of Labor and Social Affairs in an order dated June 30Welfare the lesser of: (i) up to 2.5% of the Policy's Salary or (ii) up to the sum which shall provide for a disability allowance equal to seventy five percent (75%) of the Salary during the disability period of Employee. 5.1.3. Accordingly, 1998Employee shall contribute, which was given according to Section 14 as aforesaid, including of the amendments theretoCommencement Date of Employment, and which is attached for that purpose Employee hereby irrevocably authorizes and instructs the Company to deduct from Employee’s Salary at source, an aggregate monthly amount equal to 6% of the Salary to such Managers’ Insurance Policy. 5.1.4. Employee shall bear any and all taxes applicable and required by law to Employee and/or the Company in connection with amounts paid by Employee and/or the Company to the Managers’ Insurance Policy pursuant to this Agreement as Annex B.Agreement. 5.65.1.5. It For the avoidance of doubt, it is agreed that the provisions of Section 4 above exhausts all 14 to the Severance Law shall apply with respect to the Company’s contributions to the severance pay component of the Managers’ Insurance Policy as set forth herein. In the event of Termination of Employee’s entitlements from the Company for fulfilling his Office as provided in employment under this Agreement for any reason other than termination for Cause (as defined below) and subject to applicable law, the Employee will shall be entitled to all sums accumulated in the Managers’ Insurance Policy (as defined below). The Company and Employee respectively declare and covenant that as evidenced by their respective signatures, they hereby undertake to be bound by the general settlement authorized as of 9.6.98 pertaining to Company’s payment to the benefit of pension funds and insurance funds, in place of severance payment in pursuance of the Severance Payment Law, 5723-1963 (“Severance Law”), attached hereto as Exhibit A. 5.1.6. The Company hereby forfeits any right it may have no claim against in the reimbursement of sums paid by Company and/or into the above mentioned Managers’ Insurance Policy, except in the event of the occurrence of any demand of the events provided for in addition to thatSection 16 and 17 of the Severance Law.

Manager’s Insurance. 5.1. (i) During the period of application of this Agreement, and subject to directives which will be set forth from time to time by the Income Tax Commission and according to the permitted ceiling for deductionterm, the Company shall purchase a Manager’s Insurance Policy (the “Policy”) for the benefit of the Executive. The Company’s contributions will contribute to the Employee’s credit, the contributions specified below to management insurance or to a pension fund: a. 5be no less than 13-1/3% of the Monthly Salary for Base Salary, of which 8-1/3% will be paid towards severance and 5% will be paid towards the pension – the Company shall contribute for the Employee. b. 8.33% of the Monthly Salary for severance – the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary of the Employee for pensionsavings component, and in addition, an additional amount equal required to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring secure at least 75% of the gross Monthly Salary, whichever is lower. 5.2. The Company undertakes, commencing from the date of execution of this Agreement, to contribute Base Salary or in an amount in NIS which is equal to 7.5% of the Monthly Salary to a study fund, which will be paid directly to a study fund. The Employee will deduct an additional amount which is equal up to 2.5% of the Monthly Base Salary, the lower of the two, towards disability insurance, against a deduction from the Employee’s Base Salary as aforesaidequal to 5% of the Base Salary. The Employee hereby agrees that Executive shall be solely responsible for any tax liability related to any contribution by the Company will deduct to the said rate from his salaryPolicy that exceeds the highest contribution exempted by the Israeli tax laws. 5.3. (ii) The amounts which the Executive is entitled to receive from the Policy accruing from disbursements paid by the Company towards the Policy shall be in lieu of the severance pay portion and shall be credited against any obligation the Company may have to pay severance pay under applicable law. (iii) It is hereby further agreed that upon termination of employment according to this Agreement, such payment contribution made by the Company will release towards the Policy as described in this Article II.K., shall be in place of any severance payment due to the Employee all of Executive under any circumstances in which the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, Executive shall be entitled to severance payment subject to the Employee’s compliance applicable law, including but not limited to the Severance Pay Law (1963), in accordance with the provisions of this Agreementthe Order published pursuant to section 14 of the Severance Pay Law (1963), as amended and as shall be amended from time to time, subject to any law or regulations (including without limitation, any restrictions on the Company shall release permitted contributions such as ceilings) (the “Order”). The Order as published up to the Employee also all date of the amounts which were accrued in an insurance policy and which were contributed this Agreement is attached to this Agreement as Appendix A. The Order is hereby adopted by the Company. The contributions on account parties and forms an integral part of severance pay will be released according to the Employee’s entitlement or absence thereof to severance pay according to law or according to this Agreement. 5.4. For avoidance (iv) According to the provisions of doubtthe Order and without derogating from there, the Company waives any right it may have to recover sums from its contributions, unless the Executive 's entitlement to severance pay has been denied in case that the Employee shall be dismissed a judgment under circumstances as defined in Section sections 16 and/or Section or 17 of the Severance Pay Law and/or (1963), unless the Executive withdraws sums from the insurance fund otherwise than in case that the work relation between the Employee and the Company shall be terminated under circumstances of a severe discipline violation, breach of employment contract, betrayal of trust, an infamous crime “entitling event” as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued defined in the insurance policy on account Order (i.e., demise, disability or retirement at the age of the Company’s participation sixty (i.e. 8.33% of any payment of a gross Monthly Salary60) will be in lieu and as a final and full substitution to any severance pay which the Employee will be or will become entitled to according to any law which shall apply. This Section is according to Section 14 of the Severance Pay Law, 5723-1963, and the Approval of the Minister of Labor and Social Affairs in an order dated June 30, 1998, which was given according to Section 14 as aforesaid, including the amendments thereto, and which is attached to this Agreement as Annex B. 5.6. It is agreed that the provisions of Section 4 above exhausts all of the Employee’s entitlements from the Company for fulfilling his Office as provided in this Agreement and the Employee will have no claim against the Company and/or any demand in addition to thatabove).

Manager’s Insurance. 5.1. During 4.1 The Company and the period of application of this Agreementexecutive will additionally pay, and subject to directives which will be set forth from time to time on a monthly basis, as premiums on a manager's insurance policy chosen by the Income Tax Commission and according Executive (the "Policy") the following: (i) an amount equal to 8.33% of the permitted ceiling for deductionSalary towards severance pay, the Company will contribute (ii) an amount equal to the Employee’s credit, the contributions specified below to management insurance or to a pension fund: a. 5% of the Monthly Salary towards a fund for pension – the Company shall contribute for the Employee. b. 8.33life insurance and pension, (iii) 1.5% of the Monthly Salary for severance – Salary, according to the Company shall contribute for the Employee. c. The Company shall contribute from the Monthly Salary lower of the Employee for pensiontwo amounts, towards disability insurance. In addition, the Executive shall contribute, out of his Salary, an additional amount equal to 5%. The Employee hereby agrees that the Company shall contribute the said rate from his salary. d. The Company shall ensure loss of work capacity insurance, which may be included in the insurance policy, to the sole benefit of the Employee, and will participate in insurance, which will not exceed two and a half percent (2.5%) of any Monthly Salary gross payment, or the rate required for ensuring 75% of the gross Monthly Salary towards a fund for life insurance and pension. The amount contributed by the Executive shall be deducted by the Company from his Salary, whichever is lowerat source, and the Company will remit such amount to the policy on behalf of the Executive. 5.2. 4.2 The Executive hereunder irrevocably authorizes and instructs the Company undertakes, commencing to deduct from the date of execution of this AgreementSalary, to contribute an at source, each month, the aforementioned amount in NIS which is equal to 7.55% of the Monthly Salary Salary. 4.3 It is clarified that the Executive shall bear any and all taxes which may apply with respect to a study fundany contribution which exceeds the recognized tax ceilings. 4.4 Notwithstanding the above, which the Executive shall be entitled to instruct the Company in writing to distribute the payments and contributions described above among different and various policies and saving plans, including without limitation pension funds, at his discretion, so long as the Company's total costs and liabilities in connection with said payments and contributions (and the funds and rights associated and/or accrued therewith) will be paid directly not increase as compared to a study fund. The Employee will deduct an additional amount which is equal that stated herein; all subject to 2.5% any applicable law and/or instructions and/or guidelines of the Monthly Salary Ministry of Finance and/or all the by-laws and regulations of any fund and the general approval attached as aforesaid. The Employee hereby agrees that the Company will deduct the said rate from his salaryAnnex A as referenced below. 5.3. It is hereby agreed that upon 4.5 Upon termination of employment according to this Agreementthe Executive's employment, the Company will release to the Employee all of the amounts accrued in his name in the insurance policy and which were contributed from his Salary. In addition, subject to the Employee’s compliance with the provisions of this Agreementfor any reason whatsoever, the Company shall release to the Employee also Executive all of the amounts which were rights accrued in an insurance policy and which were contributed by the Company. The contributions Policy, on account of severance pay will be released according both the Company's and the Executive's contributions, and waives any right it may have to receive the Employee’s entitlement or absence thereof funds in the policy. Notwithstanding the above, in the event in which the Executive's right to severance pay according to law or according to this Agreement. 5.4. For avoidance of doubtpayment has been negated, in case that the Employee shall be dismissed under circumstances as defined in Section 16 and/or Section 17 of the Severance Pay Law and/or in case that the work relation between the Employee and the Company shall be terminated under circumstances a decision of a severe discipline violationcompetent court, breach of employment contract, betrayal of trust, an infamous crime as well as upon the occurrence of the events specified in Section 7.5 below, he will not be entitled pursuant to severance pay and advance notice. 5.5. It is hereby agreed, unequivocally that the amounts accrued in the insurance policy on account of the Company’s participation (i.e. 8.33% of any payment of a gross Monthly Salary) will be in lieu and as a final and full substitution to any severance pay which the Employee will be section 16 or will become entitled to according to any law which shall apply. This Section is according to Section 14 17 of the Severance Pay Law, 5723-5723 - 1963, and to the Approval extent so negated, or in the event in which the Executive shall have withdrawn funds from the Policy, not in light of an `entitling event' (for this matter, an entitling event, is death, invalidity, or retirement at the Minister age of Labor 60 and Social Affairs in an order dated June 30, 1998, which was given according above) - the Company shall be entitled to Section 14 as aforesaid, including receive from the amendments thereto, Policy the Company's contributions to the Policy and which is attached to this Agreement as Annex B. 5.6any profits derived thereon. It is hereby expressly agreed that the provisions of Section 4 above exhausts all Company's contribution for severance pay (8.33%) together with any linkage, interest or other profit derivative thereof shall be instead of the Employee’s entitlements from Executive's severance compensation, should the Executive be entitled thereto, such that upon release of the Policy to the Executive, no additional calculations shall be conducted between the parties regarding the matter of severance pay and no additional payments shall be made by the Company for fulfilling his Office as provided to the Executive. 4.6 The parties hereby agree to comply with the conditions of the "General Approval Regarding the Payment by Employers to Pension Funds and Insurance Funds, in this Agreement and Lieu of Severance Payments pursuant to the Employee will have no claim against the Company and/or any demand in addition to thatSeverance Pay Law, 5723 - 1963.