EFTA00589112.txt

"An entity under the control of Mr. Ehud Barak (the "Investor")"

"The Investor shall invest in the Company an amount of US$-1,020,000 (the "Initial Investment") and shall invest in the Company... an additional amount"

"contingent - with regard to the shares of the Founder - on that Founder's continued employment or engagement with the Company"

"Ehud Barak shall enter into a consulting agreement with the Company"

"Mr. Raviv Levita as the Company's CEO"

"Dr. Gideon Levita as the Company's CTO"

"the-Founder-Dr. Gideon Levita"

"Ehud Barak, as long as he serves as a director on the Board"

"the Investor holds at least 15% of the share capital of the Company"

"The Company shall... pay at the Initial Closing the legal fees and expenses of the Investor up to an amount of US$40,000"

"it is EB interest to provide the services as an investor who invested a lot of money in the company"

"Detailed definitive agreements among the Investor, the Founders and the Company... provisions customary in venture capital transactions"