Metal Storm Ltd /Adr/ Sample Contracts

Metal Storm Ltd /Adr/ – Metal Storm Limited Australian Special Opportunity Fund, L.P. Luxinvest Capital Advisors S.A. Hopgood Ganim Umbrella Deed – Secured Notes and Convertible Security © Corrs Chambers Westgarth (May 15th, 2012)

C The Secured Notes defined in this document as the Doyle Notes, the Redemption Notes, the Conversion Notes and the Debt Forgiveness Notes, collectively make up the Harmony Notes.

Metal Storm Ltd /Adr/ – Level 8 Waterfront Place, 1 Eagle Street T +61 7 3024 0000 Brisbane Qld 4000 Australia F +61 7 3024 0300 © HopgoodGanim Lawyers PO Box 7822, Waterfront Place Qld 4001 Australia E contactus@hopgoodganim.com.au www.hopgoodganim.com.au (May 15th, 2012)
Metal Storm Ltd /Adr/ – Metal Storm Limited Australian Special Opportunity Fund LP Second Amendment and Restatement of Convertible Security Agreement (May 15th, 2012)

Australian Special Opportunity Fund LP, a Delaware limited partnership of 370 Lexington Avenue, Suite 1900, New York, NY, 10017 USA (the Investor)

Metal Storm Ltd /Adr/ – Schedule 1 50 Schedule 2 52 Schedule 3 53 Annexure A – ASX Market Release 54 Annexure B – Form of Board Resolution 55 Annexure C – Form of CEO Certificate 58 Annexure D – Cleansing Statement 59 Annexure E – Appendix 3B (For Commencement Fee Shares and Convertible Security) 60 Annexure F – Appendix 3B (For issue of Conversion Shares) 68 (May 15th, 2012)
Metal Storm Ltd /Adr/ – Waterfront Place 1 Eagle Street Brisbane QLD 4000 GPO Box 9925 QLD 4001 Tel (07) 3228 9333 Fax (07) 3228 9444 www.corrs.com.au Sydney Melbourne Brisbane Perth (May 15th, 2012)

B The Investor has agreed to provide funds to the Company by subscribing for Convertible Securities on the terms set out in this document.

Metal Storm Ltd /Adr/ – Waterfront Place 1 Eagle Street Brisbane QLD 4000 GPO Box 9925 QLD 4001 Tel (07) 3228 9333 Fax (07) 3228 9444 www.corrs.com.au (May 15th, 2012)
Metal Storm Ltd /Adr/ – This is to certify that this document is a true copy of the original, which I have sighted. Date: 18 April 2012 Signed: /s/ Lee Finniear Title: CEO Final Metal Storm Limited Luxinvest Capital Advisors S.A. Subscription Agreement (May 15th, 2012)

A The Company has agreed to issue the Subscription Shares to the Investor and the Investor has agreed to subscribe for the Subscription Shares on the terms of this document.

Metal Storm Ltd /Adr/ – Subscription Agreement (July 20th, 2011)

A The Company has agreed to issue the Subscription Securities to the Investor and the Investor has agreed to subscribe for the Subscription Securities on the terms of this document.

Metal Storm Ltd /Adr/ – Contents (July 15th, 2010)

The Investor has agreed to grant to the Company and the Company has agreed to accept a $25,000,000 Line on the terms and conditions set out in this document.

Metal Storm Ltd /Adr/ – Parties 1 Background 1 Operative provisions 1 Commitment 1 Exclusivity 1 Use of Proceeds 1 Entitlement 2 Drawdown procedure 2 Drawdown conditions 3 Drawing Limits 5 Requirements for Drawdown Notices 6 First Drawdown 6 Type 1 Drawdown 6 Type 2 Drawdown 7 Waiver of compliance 7 Confirmation of drawdown 7 Calculation of Total Purchase Price 8 Drawdown Shares 8 Purchase Price 9 Adjustments — First Drawdown or Type 1 Drawdown 9 Adjustments — Type 2 Drawdown 9 Disposal during Pricing Period 10 Closing Date 10 Actions on closing 11 Actions after closing 12 Warranties 12 Application 12 Official quotat (July 15th, 2010)

GEM has agreed to grant to the Company and the Company has agreed to accept an A$20,200,000 Equity Line on the terms and conditions set out in this agreement.

Metal Storm Ltd /Adr/ – Metal Storm Limited ANZ Trustees Limited Convertible Notes Trust Deed (July 15th, 2010)
Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 15th, 2010)
Metal Storm Ltd /Adr/ – Terms and conditions of employment (July 15th, 2009)
Metal Storm Ltd /Adr/ – Terms and conditions of employment (July 15th, 2009)
Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (June 30th, 2008)
Metal Storm Ltd /Adr/ – Waterfront Place GPO Box 9925 QLD 4001 Tel (07) 3228 9333 Fax (07) 3228 9444 (May 18th, 2007)
Metal Storm Ltd /Adr/ – Dr Lee Finniear PO Box 241 TOOWONG QLD 4066 Dear Lee Employment with Metal Storm Limited (Metal Storm) (May 18th, 2007)

I am pleased to confirm your terms and conditions of employment with Metal Storm Limited ABN 99 064 270 006 (Metal Storm) in your role as Chief Executive Officer.

Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (May 18th, 2007)
Metal Storm Ltd /Adr/ – Metal Storm Limited David A Smith (July 17th, 2006)

B The Company and Executive have agreed that the Employment will be terminated as at 28 April 2006 on the terms set out in this document (Termination).

Metal Storm Ltd /Adr/ – Cash Advance Facility Agreement HENRY DAVIS YORK SCHEDULE 1 30 SCHEDULE 2 32 (July 17th, 2006)

Harmony Investment Fund Limited, a company incorporated in the Cayman Islands with Company Registration No. CB-150702, c/o Campbell Corporate Services, 4th Floor Scotia Centre, PO Box 268, George Town, Grand Cayman, Cayman Islands (Financier)

Metal Storm Ltd /Adr/ – Separation Agreement (June 15th, 2005)
Metal Storm Ltd /Adr/ – Metal Storm Limited (acn 064 270 006) (‘Company’) Jim MacDonald (‘Employee’) EMPLOYMENT AGREEMENT (June 15th, 2005)
Metal Storm Ltd /Adr/ – ASSET PURCHASE AGREEMENT PROCAM MACHINE LLC and MONROE MACHINED PRODUCTS, INC. May 24, 2005 (June 15th, 2005)

This Asset Purchase Agreement (“Agreement”) is entered into as of May 24, 2005, by and between ProCam Machine LLC, a Washington limited liability company with its principal place of business at 18421 Bothell-Everett Hwy, Suite 150, Mill Creek, WA 98012 (“Seller”), and Monroe Machined Products, Inc., a Washington corporation with its principal offices at 1422 S. 192nd, Seatac, WA 98148 (“Buyer”).

Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 15th, 2004)
Metal Storm Ltd /Adr/ – MEMBERSHIP INTEREST PURCHASE AGREEMENT (July 15th, 2004)

This Agreement (“Agreement”) is entered into as of December 1, 2003 (“Effective Date”), by and among Metal Storm, Limited, a Company organized under the laws of the country of Australia (“Purchaser”), ProCam Machine, LLC, a limited liability company organized under the laws of the State of Washington, USA (“Company”), and William McAllister, Michael F. Bell, Bruce D. Campbell, Raymond J. Prokorym and Michael J. Rubel (collectively referred herein to as “Sellers”).

Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 15th, 2004)
Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 14th, 2003)

Exhibit 4.8 EMPLOYMENT AGREEMENT AGREEMENT dated 13 January 2003. BETWEEN METAL STORM LIMITED (ACN 064 270 006) (`Company') AND SYLVIE MOSER-SAVAGE (`Employee') IT IS AGREED 1. COMMENCEMENT OF EMPLOYMENT 1.1 The Employee shall commence employment as specified in Item A of the Schedule. 2. DUTIES 2.1 The Employee must perform all the functions of the position set out in Item B of the Schedule and such other duties as may be determined by the Company from time to time. 2.2 The Employee must carry out the Employer's duties as the Company may from time to time reasonably direct to a standard the Company may reasonably require. 3. REMUNERATION 3.1 The Company must pay to the Employee the Remu

Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 14th, 2003)

Exhibit 4.14 EMPLOYMENT AGREEMENT AGREEMENT dated 26 May 2003. BETWEEN METAL STORM LIMITED (ACN 064 270 006) (`Company') AND IAN ANDREW GILLESPIE (`Employee') IT IS AGREED 1. COMMENCEMENT OF EMPLOYMENT 1.1 The Employee shall commence employment as specified in Item A of the Schedule. 2. DUTIES 2.1 The Employee must perform all the functions of the position set out in Item B of the Schedule and such other duties as may be determined by the Company from time to time. 2.2 The Employee must carry out the Employer's duties as the Company may from time to time reasonably direct to a standard the Company may reasonably require. 3. REMUNERATION 3.1 The Company must pay to the Employee the Remuner

Metal Storm Ltd /Adr/ – EMPLOYMENT AGREEMENT (July 14th, 2003)

Exhibit 4.13 EMPLOYMENT AGREEMENT AGREEMENT dated 18 September, 2002. BETWEEN METAL STORM Inc (`Company') AND G. RUSSELL ZINK (`Employee') On behalf of the Board of Directors of Metal Storm, I am pleased to extend to you an offer of employment with Metal Storm as the Senior Vice President of Business Development. The terms of employment are as follows: Salary: $165,000 base with 50% prioritised targeted annual bonus based on defined KPI's. (key performance indicators) The KPI's are to be settled by 14 October 2002. The Chief Corporate Officer (CCO) will review performance KPI's and provide feedback at least each 6 months. Stock options: 200,000 options will be made available at the rate of 12,500 options per quarter, issued quarterly

Metal Storm Ltd /Adr/ – DEED OF AMENDMENT TO RESEARCH AGREEMENT BETWEEN (July 14th, 2003)

EXHIBIT 4.2 **CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION.** DEED OF AMENDMENT TO RESEARCH AGREEMENT BETWEEN COMMONWEALTH OF AUSTRALIA AND METAL STORM LIMITED THIS DEED is made between: the COMMONWEALTH OF AUSTRALIA (ABN 68 706 814 312) ("the Commonwealth") represented by the Defence Science and Technology Organisation of the Department of Defence ("DSTO"); and METAL STORM LIMITED (ACN 064 270 006) a company incorporated in Australia and having its registered office at Level 34 Central Plaza One, 345 Queen Street, Brisbane, Queensland, Australia 4000 ("Metal Storm"). BACKGROUND: A The Commonwealth (through DSTO) and Metal Storm have previously entered into an agreement dated 20 April 2001 for the conduct of res

Metal Storm Ltd /Adr/ – [LETTERHEAD OF METAL STORM LIMITED] (July 1st, 2002)