<Page>


                                                                   Exhibit 10.17

                                                             [EXECUTION VERSION]


                               GIVEN IMAGING LTD.

                               AMENDMENT NO. 1 TO
                            INVESTOR RIGHTS AGREEMENT

         THIS AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT (the "AMENDMENT")
is made and entered into as of the 16th day of July, 2001 by and among Given
Imaging Ltd. (the "COMPANY"), PW Juniper Crossover Fund, LLC ("JUNIPER"),
OrbiMed Advisors, LLC ("ORBIMED ADVISORS"), the Ordinary Shareholders listed
on EXHIBIT A hereto and certain holders of Series A Shares listed on EXHIBIT
B (the "ORBIMED INVESTORS" and, together with the Ordinary Shareholders, the
"REQUISITE PARTIES").

                                    RECITALS

         WHEREAS, the Company, the Requisite Parties and certain other
individuals and entities entered into an Investor Rights Agreement (the
"INVESTOR RIGHTS AGREEMENT"), dated as of September 15, 2000;

         WHEREAS, pursuant to Section 7.3 of the Investor Rights Agreement, the
consent of the Company, the holders of at least two-thirds of the outstanding
Series A Shares and the holders of at least two-thirds of the outstanding
Ordinary Shares held by the Ordinary Shareholders, is required to amend the
Investor Rights Agreement;

         WHEREAS, the Requisite Parties own the number of Ordinary Shares and
Series A Shares set forth on EXHIBITS C AND D hereto, respectively, sufficient
to amend the Investor Rights Agreement; and

         WHEREAS, the Company and the Requisite Parties desire that Juniper and
OrbiMed Advisors shall become parties to the Investor Rights Agreement and
further desire to amend the Investor Rights Agreement, in each case in
accordance with the terms of this Amendment.

                                    AGREEMENT

         NOW THEREFORE, in consideration of the premises and mutual covenants
contained in this agreement, the parties hereto hereby agree as follows:

         1.       AMENDMENT. The parties hereby agree that the following
amendments shall be made to the Registration Rights Agreement:

         (a)      In Section 1.3, the definition of "Registrable Securities"
shall be deleted and replaced in its entirety by the following:

         "REGISTRABLE SECURITIES" shall mean (i) Ordinary Shares or other
         securities issued or issuable pursuant to the conversion of the Series
         A Shares; (ii) Ordinary Shares or other securities issued or issuable
         with respect to the Series A Shares by reason of any share split, share
         dividend, recapitalization, reorganization, merger, consolidation, sale
         of assets or similar event (a "Reorganization"), (iii) Ordinary

<Page>

         Shares held by the Ordinary Shareholders on the date hereof (and
         expressly excluding any such shares acquired by the Ordinary
         Shareholders after the date hereof other than as described in the
         immediately following clauses (iv) and (vi)), (iv) Ordinary Shares
         issued or issuable pursuant to the exercise of options originally
         issued to Discount Investment Corporation Ltd. PEC Israel Economic
         Corporation Ltd., Elron Electronics Industries, ThermoTrex Corporation
         and Trimaran Investment Trust, that are subject to that certain Option
         Amendment Agreement, dated August 9, 2000, between the Company and such
         entities, (v) Ordinary Shares issued or issuable to OrbiMed Advisors
         and the OrbiMed Investors in lieu of options to be granted pursuant to
         Section 4.2 of the Investor Rights Agreement prior to this Amendment,
         and (vi) other Ordinary Shares or other securities issued or issuable
         with respect to the Ordinary Shares referred to in the immediately
         preceding clauses (i), (iii), (iv) or (v) in connection with any
         Reorganization; PROVIDED, HOWEVER, that Registrable Securities shall
         not include securities which have been (a) registered under the
         Securities Act pursuant to an effective registration statement filed
         thereunder and disposed of in accordance with the registration
         statement covering them, (b) publicly sold pursuant to Rule 144 under
         the Securities Act, or (c) sold by a person in a transaction in which
         the holder's registration rights have not been assigned in accordance
         with Section 3.14 hereof. Wherever reference is made in this Agreement
         to a request or consent of holders of a certain percentage of
         Registrable Securities, or a right attaching to holders of Registrable
         Securities, the determination of such percentage shall be calculated on
         the basis of shares of Ordinary Shares issued or issuable upon
         conversion of the Series A Preferred Shares, and such right shall
         likewise inure to the benefit of the holders of Series A Preferred
         Shares, even if such conversion has not been effected.

         (b) Juniper shall be deemed to be included in the definition of
"Ordinary Shareholders" for all purposes under the Investor Rights Agreement,
PROVIDED, HOWEVER, that any references to "the date hereof" or other terms of
similar import shall, with respect to Juniper, mean the date of this Amendment.

         (c) The first two sentences of Section 4.2 are hereby deleted. The
OrbiMed Investors and the Company hereby release each other from any obligation
pursuant such sentences. It is agreed that in lieu of the issuance of options to
purchase Ordinary Shares to the OrbiMed Director, the Company shall issue
options to the OrbiMed Investors as follows:

<Table>
<Caption>

--------------------------------------------------------------------------------------------------------
                            ENTITY                       NO. OF ORDINARY SHARES SUBJECT TO OPTION
--------------------------------------------------------------------------------------------------------
<S>                                                                       <C>
Caduceus Private Investments L.P.                                         3,596
OrbiMed Advisors LLC                                                      3,596
Eaton Vance Worldwide Health Sciences Portfolio                           1,283
Finsbury Worldwide Pharmaceutical Trust                                   1,283
OrbiMed Associates LLC                                                     242
--------------------------------------------------------------------------------------------------------
</Table>


                                       2
<Page>

         (d) Exhibit A to the Investor Rights Agreement is amended so that the
name of "Jonathan Kahan" is inserted beneath "Trimaran Investment Trust" such it
is clarified that "Jonathan Kahan" is an Ordinary Shareholder.

         2.       INTERPRETATION.

         (a) From and after the date of this Amendment, all references in the
Investor Rights Agreement to the Agreement shall be deemed to be references to
the Agreement as amended hereby.

         (b) Capitalized terms used and not defined herein shall have the
meaning ascribed thereto in the Investor Rights Agreement.

         3.       MISCELLANEOUS

         (a) TRANSFER; SUCCESSORS AND ASSIGNS. Except as otherwise expressly
provided herein, the terms and conditions of this Amendment shall inure to the
benefit of and be binding upon the respective successors and assigns of the
parties. Nothing in this Amendment, express or implied, is intended to confer
upon any party other than the parties hereto or their respective successors and
assigns any rights, remedies, obligations, or liabilities under or by reason of
this Amendment, except as expressly provided in this Amendment.

         (b) GOVERNING LAW. This Amendment, the rights and obligations of the
parties hereto, and any claims or disputes relating thereto, shall be governed
by and construed in accordance with the laws of New York excluding the conflict
of laws provisions thereof.

         (c) NOTICES. Any and all notices, requests, consents and other
communications hereunder and under the Investor Rights Agreement shall be sent
in accordance with the Investor Rights Agreement and, in the case of Juniper and
OrbiMed Associates to the addresses set forth alongside their respective
signatures.

         (d) LIMITATION. This Amendment is limited as specified and shall not
constitute a modification, acceptance or waiver of any other provision of the
Investor Rights Agreement.

         (e) COUNTERPARTS. This Amendment may be executed in two or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

                  [Remainder of page intentionally left blank]


                                       3
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         The parties hereto have executed this Amendment No. 1 to the
Registration Rights Agreement as of the date first written above.

                                      GIVEN IMAGING LTD.


                                      By: Zvi Ben David
                                         ---------------------------------------
                                         Name:  Zvi Ben David
                                         Title: VP & CFO



                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT

<Page>


                                      PW JUNIPER CROSSOVER FUND, LLC



                                      By: /s/ Eric A. Bittelman
                                         --------------------------------
                                         Name:  Eric A. Bittelman
                                         Title: CFO of Member of Managing Member





                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>



                                      ORBIMED ADVISORS, LLC


                                      By: /s/ Eric A. Bittelman
                                         --------------------------------
                                         Name:  Eric A. Bittelman
                                         Title: CFO









                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                         RDC RAFAEL DEVELOPMENT CORPORATION LTD.


                                         By: /s/ Yoran Tal          Reuben Baron
                                            ------------------------------------
                                            Name:  Yoran Tal        Reuben Baron
                                            Title: Director         CEO











                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                           DISCOUNT INVESTMENT CORPORATION LTD.


                                           By: /s/ Shlomo Cohen
                                              ----------------------------------
                                              Name:  Shlomo Cohen
                                              Title:











                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT

<Page>


                                            ELRON ELECTRONIC INDUSTRIES LTD.


                                            By: /s/ Ami Erel       Doron Birger
                                               ---------------------------------
                                               Name:  Ami Erel     Doron Birger
                                               Title: CEO          CFO












                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                          THERMO ELECTRON CORPORATION


                                          By: /s/ Theo Relas-Kyriazi
                                             --------------------------------
                                             Name:  Theo Relas-Kyriazi
                                             Title: CFO, VP

















                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>



                                           TRIMARAN INVESTMENT TRUST


                                           By: /s/ Michael Agur
                                              --------------------------------
                                              Name:  Michael Agur
                                              Title: Managing Director












                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                   CADUCEUS PRIVATE INVESTMENTS, L.P.


                                   By: OrbiMed Capital, LLC, its general partner


                                   By: /s/ Eric A. Bittelman
                                      ------------------------------------------
                                      Name:  Eric A. Bittelman
                                      Title: CFO
















                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                          EATON VANCE WORLDWIDE HEALTH
                                          SCIENCES PORTFOLIO


                                          By: /s/ Eric A. Bittelman
                                            ---------------------------
                                            Name:  Eric A. Bittelman
                                            Title: CFO of Investment Manager




















                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                         FINSBURY WORLDWIDE PHARMACEUTICAL TRUST


                                          By: /s/ Eric A. Bittelman
                                            ---------------------------
                                            Name:  Eric A. Bittelman
                                            Title: CFO of Investment Manager
















                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>


                                  ORBIMED ASSOCIATES, LLC

                                  By: OrbiMed Advisors, LLC, its managing member


                                  By: /s/ Eric A. Bittelman
                                    ---------------------------
                                    Name:  Eric A. Bittelman
                                    Title: CFO




























                      SIGNATURE PAGE TO GIVEN IMAGING LTD.
                  AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT
<Page>



                                    EXHIBIT A

                                ORDINARY HOLDERS

RDC Rafael Development Corporation Ltd.

Discount Investment Corporation Ltd.

Elron Electronic Industries Ltd.

Thermo Electron Corporation

Trimaran Investment Trust


<Page>



                                    EXHIBIT B

                                ORBIMED INVESTORS

Caduceus Private Investments L.P.

Eaton Vance Worldwide Health Sciences Fund

Finsbury Worldwide Pharmaceutical Trust

OrbiMed Associates LLC


<Page>


                                    EXHIBIT C

                                ORDINARY HOLDERS

<Table>
<Caption>

-------------------------------------------------------------------------------------------------------
                       NAME                      NO. OF ORDINARY SHARES    % OF OUTSTANDING ORDINARY
                                                                            SHARES HELD BY ORDINARY
                                                                          SHAREHOLDERS (AS DEFINED IN
                                                                              THE INVESTOR RIGHTS
                                                                                   AGREEMENT)
-------------------------------------------------------------------------------------------------------
<S>                                                    <C>                           <C>
RDC Rafael Development Corporation Ltd.                8,286,732                     56.7%

Discount Investment Corporation Ltd.                   3,026,152                     20.7%

Elron Electronic Industries Ltd.                       1,513,076                     10.4%

Thermo Electron Corporation                            1,125,000                      7.7%

Trimaran Investment Trust                                656,990                      4.5%

TOTAL                                                 14,607,950                      100%

Total outstanding Ordinary Shares held by

Ordinary Shareholders                                 14,607,950
--------------------------------------------------------------------------
</Table>




<Page>


                                    EXHIBIT D

                                SERIES A HOLDERS

<Table>
<Caption>

--------------------------------------------------------------------------------------------------------
                           NAME                             NO. OF SERIES A       % OF OUTSTANDING
                                                            PREFERRED SHARES     SERIES A PREFERRED
                                                                                       SHARES
--------------------------------------------------------------------------------------------------------
<S>                                                           <C>                     <C>
RDC Rafael Development Corporation Ltd.                       2,853,067               18.8%

Discount Investment Corporation Ltd.                          2,240,138               14.7%

Elron Electronic Industries Ltd.                              1,120,071                7.4%

Trimaran Investment Trust                                        63,412                0.4%

Caduceus Private Investments L.P.                             4,585,459               30.2%

Eaton Vance Worldwide Health Sciences Fund                      902,877                5.9%

Finsbury Worldwide Pharmaceutical Trust                         902,877                5.9%

OrbiMed Associates LLC                                          170,653                1.1%

TOTAL                                                        12,838,554               84.5%

Total outstanding Series A Preferred Shares                  15,193,086
---------------------------------------------------------------------------------
</Table>