0001171843-17-003782 Sample Contracts

VOTING AGREEMENT
Voting Agreement • June 23rd, 2017 • Proteon Therapeutics Inc • Biological products, (no disgnostic substances) • Delaware

THIS VOTING AGREEMENT is made as of June 22, 2017 (the “Agreement”), by and among Proteon Therapeutics, Inc., a Delaware corporation (the “Company”), and MPM Bio IV NVS Strategic Fund, L.P. (the “Stockholder”). Capitalized terms used in this Agreement without definition shall have the respective meanings ascribed to such terms in the Purchase Agreement (as defined below).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 23rd, 2017 • Proteon Therapeutics Inc • Biological products, (no disgnostic substances) • New York

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [____], 2017, by and among Proteon Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned investors (each individually, an “Original Investor” and together, the “Original Investors”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 23rd, 2017 • Proteon Therapeutics Inc • Biological products, (no disgnostic substances) • New York

SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 22, 2017, by and among Proteon Therapeutics, Inc., a Delaware corporation, with headquarters located at 200 West Street, Waltham, MA 02451 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

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