REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 20th, 2010 • ESP Resources, Inc. • Chemicals & allied products • Nevada
REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of September 16, 2010, by and between ESP RESOURCES, INC., a Nevada corporation, (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the "Purchase Agreement").
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • September 20th, 2010 • ESP Resources, Inc. • Chemicals & allied products
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after September 16, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth anniversary of the date hereof (the “Termination Date”) but not thereafter, to subscribe for and purchase from ESP RESOURCES, INC., a Nevada corporation (the “Company”), up to 666,667 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractPurchase Agreement • September 20th, 2010 • ESP Resources, Inc. • Chemicals & allied products • Nevada
