0001144204-11-001041 Sample Contracts

FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 6th, 2011 • PROLOR Biotech, Inc. • Pharmaceutical preparations

This Fifth Amendment to Employment Agreement (this “Amendment”) is made as of this 1 day of January, 2011 by and between PROLOR Biotech, 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 27, 2006 between Modigene DE and Executive (the “First Amendment”), and as amended by that certain Second Amendment to Employment Agreement, dated February 29, 2008 between Employer and Executive (the “Second Amendment”), and as amended by that certain Third Amendment to Employment Agreement, dated July 17, 2008 between Employer and Executive (the “Third Amendment”), and as amended by that certain Fourth Amendment to Employment Agreement, dated January 24, 2010 between Employer and Executive (the “Fourth Amendment”) (as amended, restated, supplemented or mod

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FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • January 6th, 2011 • PROLOR Biotech, Inc. • Pharmaceutical preparations

This Fifth Amendment to Employment Agreement (this “Amendment”) is made as of this 1 day of January, 2011 by and between MODIGENETECH LTD., an Israeli corporation (“Employer”), and EYAL FIMA (“Executive”), and amends certain Employment Agreement, dated December 14, 2005, between Employer and Executive, as amended by that certain First Amendment to Employment Agreement, dated February 29, 2008 between Employer and Executive (the “First Amendment”), as amended by that certain Second Amendment to Employment Agreement, dated July 17, 2008 between Employer and Executive (the “Second Amendment”), as amended by that certain Third Amendment to Employment Agreement, dated October 1, 2009 between Employer and Executive (the “Third Amendment”), as amended by that certain Fourth Amendment to Employment Agreement, dated January 11, 2010 between Employer and Executive (the “Fourth Amendment”) (as amended, restated, supplemented or modified from time to time, including pursuant to the First Amendment

FOURTH AMENDMENT TO CONSULTING AGREEMENT
Consulting Agreement • January 6th, 2011 • PROLOR Biotech, Inc. • Pharmaceutical preparations

This Fourth Amendment to Consulting Agreement (this “Amendment”) is made as of this 1 day of January, 2011 by and between PROLOR Biotech 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 by that certain First Amendment to Consulting Agreement, dated February 29, 2008 between Employer and Executive (the “First Amendment”), as amended by that certain Second Amendment to Consulting Agreement, dated July 17, 2008 between Employer and Executive (the “Second Amendment”), as amended by that certain Third Amendment to Consulting Agreement, dated January 24, 2010 between Employer and Executive (the “Third Amendment”) (as amended, restated, supplemented or modified from time to time, the “2007 Agreement”).

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