Medis Technologies Ltd. 1,500,000 Shares Common Stock ($.01 par value) Underwriting AgreementUnderwriting Agreement • November 16th, 2006 • Medis Technologies LTD • Electromedical & electrotherapeutic apparatus • New York
Medis Technologies Ltd., a corporation organized under the laws of Delaware (the “Company”), pursuant to the Share Lending Agreement (the “Share Lending Agreement”), dated as of the date hereof, between the Company and Citigroup Global Markets Limited (“CGML”), acting through Citigroup Global Markets Inc., as agent (in such capacity, the “Agent”), an affiliate of the underwriter named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (in such capacity, the “Representatives”), proposes to issue and sell to CGML as a share loan pursuant to and upon the terms set forth in the Share Lending Agreement 1,500,000 shares of Common Stock, $.01 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representa
SHARE LENDING AGREEMENTShare Lending Agreement • November 16th, 2006 • Medis Technologies LTD • Electromedical & electrotherapeutic apparatus • New York
This AGREEMENT sets forth the terms and conditions under which Borrower may borrow from Lender shares of Common Stock. Agent is entering into this Agreement solely in its capacity as Agent for Borrower.
