0001144204-16-125780 Sample Contracts

FIRST AMENDED AND RESTATED PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • September 28th, 2016 • AntriaBio, Inc. • Pharmaceutical preparations

This First Amended and Restated Placement Agent Agreement is made by and between AntriaBio, Inc., a Delaware corporation (the “Company”), and Paulson Investment Company, LLC, an Oregon limited liability company (“PA”), as of the date first above written. The Company hereby engages PA to assist the Company as its exclusive placement agent (with the exception of Brookline Securities, LLC and Silver Leaf Partners, LLC, both of whom were engaged to assist the Company in the Offering prior to the date hereof) in obtaining financing through a private placement of the Company’s equity securities (the “Offering”). The terms of the Offering will be more fully described in the Private Placement Memorandum (the “PPM”) and Unit Purchase Agreement (“UPA”) for the Offering. The parties hereby agree as follows:

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AMENDED AND RESTATED PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • September 28th, 2016 • AntriaBio, Inc. • Pharmaceutical preparations • New York

AntriaBio, Inc., a Delaware corporation (“Company”), the common stock of which is traded on the OTCQB under the trading symbol “ANTB,” hereby confirms its agreement (this “Agreement”) with Brookline Capital Markets, a division of CIM Securities, LLC, a Colorado limited liability company (the “Placement Agent”), to act as the non-exclusive placement agent for Company as set forth in this Agreement with respect to the currently ongoing Offering (as defined below), and separately desires that Brookline Group, LLC, an Alabama limited liability company for which certain of the Placement Agent’s registered representatives used to work (“Brookline”), execute this Agrement with respect to Section 4(i).

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