0001019056-18-000293 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 7th, 2018 • Ardsley Advisory Partners • Agricultural chemicals • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 15, 2017, by and among Marrone Bio Innovations, Inc., a Delaware corporation, with headquarters located at 1540 Drew Avenue, Davis, CA 95618 (the “Company”), and the Investors (as hereinafter defined).

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VOTING AND LOCK UP AGREEMENT
Voting and Lock Up Agreement • February 7th, 2018 • Ardsley Advisory Partners • Agricultural chemicals • Delaware

This VOTING AND LOCK UP AGREEMENT is made and entered into on February 5, 2018 (this “Agreement”) by and among the persons identified on Schedule A (collectively, the “Ospraie Group”, and each individually, a “member of the Ospraie Group”), the persons identified on Schedule B (collectively, the “Ardsley Group”, and each individually, a “member of the Ardsley Group”), the persons identified on Schedule C (collectively, the “Marrone Group”, and each individually, a “member of the Marrone Group”), the persons identified on Schedule D (collectively, the “Waddell Group”, and each individually, a “member of the Waddell Group”, and the Waddell Group, together with the Ospraie Group, the Ardsley Group and the Marrone Group, the “Major Shareholder Groups”, and each member thereof, a “party” or a “member of a Major Shareholder Group” and the Waddell Group, together with the Ardsley Group and the Marrone Group, the “Selected Major Shareholder Groups”, and each member thereof, a “member of a Sele

JOINT FILING AGREEMENT
Joint Filing Agreement • February 7th, 2018 • Ardsley Advisory Partners • Agricultural chemicals

In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of this Schedule 13G/A (including amendments thereto) with respect to the Common Stock of Marrone Bio Innovations Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof, the undersigned, hereby execute this Agreement this February 5, 2018.

SECURITIES PURCHASE AGREEMENT
Registration Rights Agreement • February 7th, 2018 • Ardsley Advisory Partners • Agricultural chemicals • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 15, 2017, by and among Marrone Bio Innovations, Inc., a Delaware corporation, with headquarters located at 1540 Drew Avenue, Davis, CA 95618 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

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