0001144204-15-072415 Sample Contracts

Contract
Supply Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations • Quebec

Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission

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NOTE AND WARRANT PURCHASE AGREEMENT
Note and Warrant Purchase Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations • Arizona

This Note and Warrant Purchase Agreement (the “Agreement”) is made effective as of March __, 2011 (the “Effective Date”) by and among Cancer Prevention Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons named on the Schedule of Lenders attached hereto as Schedule I (individually a “Lender” and collectively, the “Lenders”).

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CANCER PREVENTION PHARMACEUTICALS, INC. AMENDMENT TO VOTING AGREEMENT
Voting Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations

This Amendment to Voting Agreement (“Amendment”) is made as of September 27, 2012 by and between Cancer Prevention Pharmaceuticals, Inc., a Delaware corporation (the “Company”) and the undersigned Investors and Founders. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in that certain Voting Agreement dated as of September 17, 2012 between the Company and the Investors and Founders (the “Agreement”).

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AMENDMENT TO EMPLOYMENT AGREEMENT TO INCREASE ANNUAL SALARY
Employment Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations

Re: EMPLOYMENT AGREEMENT entered into as of January 20, 2011, by and between Cancer Prevention Pharmaceuticals, Inc., a Delaware Company (“CCP”) and Jeffrey Jacob (“Employee”).

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AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT
Exclusive License Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations • Arizona

THIS AMENDED AND RESTATED EXCLUSIVE LICENSE AGREEMENT (this "AGREEMENT" ), effective as of the date of the last authorized signature affixed hereto, is by and between the Arizona Board of Regents, a body corporate of the State of Arizona on behalf of The University of Arizona having its principal offices at Tucson, Arizona 85721 ("ARIZONA"), and Cancer Prevention Pharmaceuticals, Inc., a Delaware corporation having its principal office at 1760 E. River Road, Suite 250, Tucson, AZ 85718 ("LICENSEE"), successor in interest to Cancer Prevention Pharmaceutical, LLC, an Arizona limited liability company (“CPP LLC”).

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Contract
License Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations

Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission

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AMENDMENT No. 1 To PHARMACEUTICAL PRODUCT CO-DEVELOPMENT AND LICENSE AGREEMENT
Development and License Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations

THIS AMENDMENT No. 1 TO THE PHARMACEUTICAL PRODUCT CO-DEVELOPMENT AND LICENSE AGREEMENT (this “Amendment”), effective as of March ___, 2014 (the “Amendment No. 1 Effective Date”), is made by and between Cancer Prevention Pharmaceuticals, Inc., (“CPP”) and Tillotts Pharma AG, (“TILLOTTS”).

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STOCKHOLDERS AGREEMENT
Stockholders Agreement • December 23rd, 2015 • Cancer Prevention Pharmaceuticals, Inc. • Pharmaceutical preparations • Arizona

THIS STOCKHOLDERS AGREEMENT (the “Agreement”) is made effective as of December 31, 2009, by and among the individuals listed on the signature page and Exhibit A, and such other persons who shall become parties pursuant to the terms hereof (collectively, the “Stockholders”; individually, a “Stockholder”) and Cancer Prevention Pharmaceuticals, Inc., a Delaware corporation (the “Corporation”).

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Contract
Cancer Prevention Pharmaceuticals, Inc. • December 23rd, 2015 • Pharmaceutical preparations • Delaware

Portions herein identified by [*****] have been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. A complete copy of this document has been filed separately with the Securities and Exchange Commission

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