0001193125-16-779729 Sample Contracts

SERVICES AGREEMENT
Services Agreement • November 29th, 2016 • Microbot Medical Inc. • Biological products, (no disgnostic substances) • Tel-Aviv

THIS SERVICES AGREEMENT (this “Agreement”) effective as of October , 2016 by and between Microbot Medical Ltd., an Israeli corporation (the “Company“) and David DBN Finance Services (2011) Ltd. (the “Service Provider”) and entered into effect on the Effective Date (as defined in section 8.1 below).

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MICROBOT MEDICAL LTD. YOKNEAM 2069204 ISRAEL November 18, 2016
Microbot Medical Inc. • November 29th, 2016 • Biological products, (no disgnostic substances) • New York

Reference is made to that Agreement and Plan of Merger and Reorganization (the “Merger Agreement”), made and entered into as of August 15, 2016 by and among StemCells, Inc., a Delaware corporation (“Parent”), C&RD Israel Ltd., an Israeli corporation and wholly-owned subsidiary of Parent, and Microbot Medical Ltd., a company organized under the laws of the State of Israel (the “Company”). Capitalized terms used in this Agreement and not otherwise defined shall have the meanings ascribed to those terms in the Merger Agreement.

EMPLOYMENT AGREEMENT
Employment Agreement • November 29th, 2016 • Microbot Medical Inc. • Biological products, (no disgnostic substances) • Massachusetts

EMPLOYMENT AGREEMENT (the “Agreement”), effective as of November 28, 2016 (the “Effective Date”), by and between Microbot Medical, Inc. (formerly known as StemCells, Inc.), a corporation organized and existing under the laws of the State of Delaware (the “Company”), and Harel Gadot (the “Executive”).

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