AMENDING AGREEMENT NO. 2

AMENDING AGREEMENT NO. 2

THIS AMENDING AGREEMENT made effective as of the 12^th day of March, 2015.

BETWEEN:

ONCOYLYTICS BIOTECH (U.S.), INC.,

("OBUS")

- and -

XXXXXX X. XXXX, M.D.

(the "Employee")

WHEREAS the Employee is an officer of OBUS whose terms of employment are set forth in the Executive Employment Agreement ("Employment Agreement") dated effective January 1, 2011;

AND WHEREAS OBUS and the Employee wish to amend the Employment Agreement;

NOW THEREFORE in consideration of the mutual covenants contained in this Amending Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is agreed as follows:

Section 1 – Amendments

The Employment Agreement is hereby amended by replacing Section 3(1) with the following:

“Commencing January 1, 2015, OBUS shall pay to the Employee a salary of THREE HUNDRED SIXTEEN THOUSAND SEVEN HUNDRED FOURTY-TWO DOLLARS AND TWELVE CENTS ($316,742.12) U.S. DOLLARS per annum, exclusive of bonuses, benefits and other compensation, payable in equal installments of THIRTEEN THOUSAND ONE HUNDRED NINETY-SEVEN DOLLARS AND FIFTY-NINE CENTS ($13,197.59) U.S. DOLLARS on the 15^th and last day of each month.”

Section 2 – Effective Date

(1)    This Amending Agreement shall be effective from and after January 1, 2015.

(2)    In all other respects the parties confirm that the Employment Agreement, as amended, shall remain in full force and effect.

		ONCOLYTICS BIOTECH (U.S.), INC.
		Per:	/s/ Xxxx Xxx Xxxxxxxxxx
			Xxxx Xxx Dillahunty President
		Per:	/s/ Xxxx Look
			Xxxx Look Chief Financial Officer

/s/ Xxxxxxxx Xxxxxxxxxxxx		/s/ Xxxxxx X. Xxxx
WITNESS		XXXXXX X. XXXX, M.D.