0001193125-11-259354 Sample Contracts

SECURITIES SUBSCRIPTION AGREEMENT
Securities Subscription Agreement • September 29th, 2011 • Marshall Edwards Inc • Pharmaceutical preparations • New York

This Securities Subscription Agreement (this “Agreement”) dated as of September 27, 2011, is by and among Marshall Edwards, Inc., a Delaware corporation (the “Company”) and Novogen Limited (the “Purchaser”).

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FORM OF SUPPLEMENTAL AGREEMENT
Securities Purchase Agreement • September 29th, 2011 • Marshall Edwards Inc • Pharmaceutical preparations • New York

SUPPLEMENTAL AGREEMENT (the “Agreement”), dated as of September 28, 2011, by and among Marshall Edwards, Inc. (the “Company”) and [ ] (the “Investor”). The effectiveness of this Agreement is conditioned upon the Company and the other investor to the Amended SPA (as defined below) (the “Other Holder”) executing the Other Agreement (as defined below).

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