0001144204-16-119366 Sample Contracts

FORM OF PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT PROTEA BIOSCIENCES GROUP, INC.
Protea Biosciences Group, Inc. • August 15th, 2016 • Pharmaceutical preparations • New York

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Laidlaw & Company (UK) Ltd. (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Protea Biosciences Group, Inc., a Delaware corporation (the “Company”), up to ______1 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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Revised Media Advertising Agreement
Revised Media Advertising Agreement • August 15th, 2016 • Protea Biosciences Group, Inc. • Pharmaceutical preparations • New York

This Revised Agreement (the “Agreement”) is made this July 1, 2016 (the “Execution Date”), by and between AI & J Media INC. Located at 48 Wall Street, 11th Floor, New York, New York 10005 hereinafter sometimes referred to as Consultant and Protea Biosciences Group, Inc. located at 955 Hartman Run Road, Morgantown, WV 26507 hereinafter sometimes referred to as the Company.

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