Exhibit 10.42
NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS
WARRANT NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE
HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR
APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR
SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE
REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF
1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL, IN A GENERALLY ACCEPTABLE
FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD
PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE
FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE
MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY
THE SECURITIES.
SENESCO TECHNOLOGIES, INC.
WARRANT TO PURCHASE COMMON STOCK
Warrant No.: [__]
Date of Issuance: October __, 2006
Senesco Technologies, Inc., a Delaware corporation (the “ Company ”), hereby certifies that,
for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
_______________________, the registered holder hereof or its permitted assigns (the “ Holder ”), is entitled,
subject to the terms set forth below, to purchase from the Company, at any time or from time to time on or after
_________, 2006 (the “ Issuance Date ”) and on or before 5:00 p.m. (New York time) on _____________
2011 (the “ Expiration Date ”), ________________ (____) shares of Common Stock, $0.01 par value per
share, of the Company (“ Common Stock ”) at the Exercise Price (as defined below) then in effect. Upon
surrender of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock
issued in exchange, transfer or replacement hereof, the “ Warrant ”), the number of fully paid nonassessable
shares of Common Stock (the “ Warrant Shares ”) shall be determined in accordance with Section 1 below.
Except as otherwise defined herein, capitalized terms