[TO BE INSERTED ON RELEVANT BROKERS LETTERHEAD]

accept the Placement CDIs and Placement Options issued to you on the terms of the offer as set out in this Subscription Agreement;

be bound by the Company’s certificate of incorporation and by-laws; and

authorise your name to be placed on the register of members of the Company as the legal owner of the Placement CDIs and on the Company’s option register as the legal owner of the Placement Options issued to you.

You are:

a “Sophisticated Investor” under section 708(8) of the Corporations Act 2001 (Cth) (Corporations Act); or

a “Professional Investor” under section 708(11) of the Corporations Act.

You confirm that you are in compliance with all relevant laws and regulations and will not cease to be in compliance if you apply for Placement CDIs and Placement Options on the terms set out in this Subscription Agreement.

In accepting this offer to apply for Placement CDIs and Placement Options on the terms set out in this Subscription Agreement you are not subscribing for Placement CDIs and Placement Options for the purpose of selling or transferring the Placement CDIs and Placement Options issued to you or granting, issuing or transferring interests in, or options over the Placement CDIs and Placement Options within 12 months of their date of issue. This confirmation is understood to be a statement by you of present intention only but not an undertaking not to sell, particularly where your investment objectives or market conditions change.

You acknowledge that no disclosure document has been prepared under the Corporations Act in connection with the offer of the Placement CDIs or the Placement Options.

You have such knowledge and experience in financial and business matters that you are capable of evaluating the merits and risks of a subscription for Placement CDIs and Placement Options and you acknowledge that an investment in Placement CDIs and Placement Options involves a degree of risk.

You have the financial ability to bear the economic risk of an investment in the Placement CDIs and Placement Options.

You are aware that publicly available information about Unilife can be obtained from ASX (including its web site http://www.asx.com.au), the SEC (including its website http://www.sec.gov) and that certain publicly available information about Unilife can be obtained free of charge from Unilife’s web site: www.unilife.com.

You have had access to all information that you believe is necessary or appropriate in connection with your application for Placement CDIs and Placement Options. You acknowledge and agree that you will not hold Unilife or its affiliates or any of their respective officers, employees, agents, advisers or affiliates responsible for any misstatements in, or omissions from, any publicly available information concerning Unilife.

You have made and relied upon your own assessment of Unilife and have conducted your own investigation with respect to the Placement CDIs and Placement Options and Unilife including, without limitation, the particular tax consequences of subscribing, owning or disposing of Placement CDIs and Placement Options in light of your particular situation as well as any consequences arising under the laws of any other taxing jurisdiction.

You have not relied on any representations made by Unilife, its affiliates or any of their respective officers, employees, agents, advisers or affiliates except as set out in this Subscription Agreement.

You have not relied on any investigation that Unilife, its affiliates or any of their respective officers, employees, agents, advisers or affiliates or any persons acting on their behalf may have conducted with respect to the Placement CDIs and the Placement Options or Unilife. None of such persons has made any representation to you, express or implied, with respect to the Placement CDIs and the Placement Options or Unilife.

You acknowledge that this Subscription Agreement does not constitute a securities recommendation or financial product advice and that Unilife or its affiliates have not considered your particular objectives, financial situation and needs.

You agree to be bound by the provisions of the certificate of incorporation and by-laws of Unilife upon allotment of Placement CDIs to you and the issue of the Underlying Shares on exercise of the Placement Options held by you.

Except to the extent that liability cannot be excluded by law, you acknowledge that none of, Unilife or its affiliates or any of their respective related bodies corporate, officers, employees, agents, advisers or affiliates, accept any responsibility in relation to the Placement.

You are not a Related Party (as defined in the ASX Listing Rules) of Unilife.

You acknowledge and agree that, in order to ensure that US Persons do not purchase any Placement CDIs or the Underlying Shares issued to you, a number of procedures governing the trading and clearing of CDIs will be implemented, including the application to CDIs of the status of Foreign Ownership Restriction (FOR) securities under the ASX Settlement Operating Rules and the addition of the notation “FORUS” to the CDI description on ASX trading screens and elsewhere, which will inform the market of the prohibition on US Persons acquiring CDIs.

You understand and agree that the offer and sale to you of the Placement CDIs, the Placement Options and the Underlying Shares has not been and will not be registered under the US Securities Act or the laws of any state or other jurisdiction in the United States but rather the issue of the Placement CDIs and the Placement Options under this Subscription Agreement and the issue of the Underlying Shares on exercise of the Placement Options will be made in reliance on an exemption from registration contained in Regulation S under the US Securities Act for offers and sales made outside of the US. Therefore, you agree that (i) you may not and will not offer, sell, pledge, transfer or otherwise dispose of any Placement CDIs, any Placement Options or any Underlying Securities in the United States or for the account or benefit of a U.S. person (as defined in Regulation S of the US Securities Act) (US Person) unless and until the Placement CDIs, the Placement Options or the Underlying Shares (as applicable) are registered under the US Securities Act (which you acknowledge Unilife has no obligation to do) or offered, sold, pledged, transferred or otherwise disposed of in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act or the laws of any state or other jurisdiction in the United States; and (ii) you may not engage in hedging transactions involving the Placement CDIs, the Placement Options or the Underlying Shares unless in compliance with the US Securities Act. You further acknowledge that (i) each Placement Option certificate will bear a legend stating that it and the Underlying Shares have not been registered under the US Securities Act and that such option may not be exercised by or on behalf of any US person unless registered under the US Securities Act or an exemption from registration is available, and no hedging transactions involving the Placement Options or the Underlying Shares may be conducted unless in compliance with the US Securities Act, and (ii) upon exercise of such option, you will be required to give a written certification that you are outside the US and that you are not a US person and that the Placement Option is not being exercised on behalf of a US person.

You represent that (i) at the time that you submit your Placement Application Form to the Company, (ii) at the time of allotment of the Placement CDIs and the Placement Options, and (iii) at the time of exercise of the Placement Options, you are and will be (i) outside the United States and (ii) not a US person, as defined in Regulation S and are not and will not be acquiring the Placement CDIs, the Placement Options or the Underlying Shares on behalf of or for the account of or benefit of, a US person.

You have full corporate power and lawful authority to execute and deliver this Subscription Agreement and to perform, or cause to be performed, your obligations under this Subscription Agreement.

This Subscription Agreement constitutes a legal, valid and binding obligation on you, enforceable in accordance with its terms.

If you are acquiring any Placement CDIs and Placement Options for an account of one or more persons, you have full power to make the foregoing acknowledgments, representations, warranties and agreements on behalf of each such person and you will take reasonable steps to ensure that each such person will comply with its obligations herein.

You acknowledge that Unilife and its affiliates will rely upon the truth and accuracy of the foregoing acknowledgments, representations, warranties and agreements and agree that if any such acknowledgments, representations or warranties are no longer accurate, you will notify Unilife immediately. You indemnify Unilife, its affiliates and their respective officers, employees, advisers and affiliates against any loss, damage or costs incurred and arising out of or in relation to any breach by you of the acknowledgments, representations, warranties and agreements.

You acknowledge that if you have material non-public information regarding the Company insider trading restrictions may apply to you. You agree not to, and not to cause any other person to, trade any of the Company’s securities after you have had access to material non-public information if doing so would be a breach of insider trading restrictions.