0001047469-12-006223 Sample Contracts

UNDERWRITING AGREEMENT between TROVAGENE, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters
Underwriting Agreement • May 22nd, 2012 • TrovaGene Inc. • Biological products, (no disgnostic substances) • New York

The undersigned, Trovagene, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Trovagene, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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TROVAGENE, INC. WARRANT AGENCY AGREEMENT
Warrant Agency Agreement • May 22nd, 2012 • TrovaGene Inc. • Biological products, (no disgnostic substances) • New York

WARRANT AGENCY AGREEMENT made as of , 2012 (the “Issuance Date”), between Trovagene, Inc., a Delaware corporation, with offices at 11055 Flintkote Avenue, San Diego CA 92121 (“Company”), and Broadridge Corporate Issuer Solutions, Inc., with offices at 1717 Arch Street, Suite 1300, Philadelphia, PA 19103 (“Warrant Agent”).

TROVAGENE, INC. UNIT AGENCY AGREEMENT
Unit Agency Agreement • May 22nd, 2012 • TrovaGene Inc. • Biological products, (no disgnostic substances) • New York

UNIT AGENCY AGREEMENT made as of May , 2012 (“Issuance Date”), between Trovagene, Inc., a Delaware corporation, with offices at 11055 Flintokote Avenue, San Diego, CO 92121 (“Company”), and Broadridge Corporate Issuer Solutions, Inc., with offices at 1717 Arch Street, Suite 1300, Philadelphia, PA 19103 (“Unit Agent”).

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