AMENDED AND RESTATED WARRANT AGREEMENT among MARSHALL EDWARDS, INC. and COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A. Dated as of September 26, 2007 Warrants to Purchase up to 2,433,962 Shares of Common StockWarrant Agreement • September 27th, 2007 • Marshall Edwards Inc • Pharmaceutical preparations • New York
ContractMarshall Edwards Inc • September 27th, 2007 • Pharmaceutical preparations
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AND IN THE CASE OF A TRANSACTION EXEMPT FROM REGISTRATION, UNLESS THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND SUCH OTHER APPLICABLE LAWS.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 27th, 2007 • Marshall Edwards Inc • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 26, 2007, among Marshall Edwards, Inc., a Delaware corporation (the “Company”), and Blue Trading, LLC ( “Blue Trading”).
