0000810509-14-000006 Sample Contracts

SUBORDINATION AGREEMENT
Subordination Agreement • August 11th, 2014 • Navidea Biopharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • New York

This Subordination Agreement (the “Agreement”) is made as of July 15, 2014, by and between R-NAV, LLC (“Creditor”) and OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314, in its capacity as Collateral Agent (as hereinafter defined) for the Lenders (as hereinafter defined).

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LICENSE AGREEMENT
License Agreement • August 11th, 2014 • Navidea Biopharmaceuticals, Inc. • In vitro & in vivo diagnostic substances • California

This agreement (“Agreement”) is made by and between Navidea Biopharmaceuticals, Inc., a Delaware corporation having an address at 5600 Blazer Parkway, Suite 200, Dublin, OH 43017-1367 (“LICENSEE”) and The Regents of the University of California, a California corporation having its statewide administrative offices at 1111 Franklin Street, Oakland, California 94607-5200 (“UNIVERSITY”), represented by its San Diego campus having an address at University of California, San Diego, Technology Transfer Office, Mail Code 0910, 9500 Gilman Drive, La Jolla, California 92093-0910 (“UCSD”).

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 11th, 2014 • Navidea Biopharmaceuticals, Inc. • In vitro & in vivo diagnostic substances

THIS FIRST AMENDMENT to Loan and Security Agreement (this “Amendment”) is entered into as of July 15, 2014, by and between OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise party thereto from time to time (each a “Lender” and collectively, the “Lenders”) including Oxford in its capacity as a Lender and NAVIDEA BIOPHARMACEUTICALS, INC., a Delaware corporation with offices located at 5600 Blazer Parkway, Dublin, OH 43017 (“Borrower”).

July 28, 2014 Montaur Capital Partners LLC Englewood, NJ Attn: Luc Maasdorp Gentlemen:
Navidea Biopharmaceuticals, Inc. • August 11th, 2014 • In vitro & in vivo diagnostic substances • Ohio

This letter (“Agreement”) is to confirm our mutual understanding with respect to the terms and conditions under which Montaur Capital Partners LLC (“Consultant”) agrees to provide Navidea Biopharmaceuticals, Inc. ( “Navidea”) with Consulting Services during the period from July 1, 2014 until the termination of this Agreement as provided below (the “Consulting Period”).

TERMINATION OF LICENSE AGREEMENT UCSD CONTROL #2008-03-0536
Termination Agreement • August 11th, 2014 • Navidea Biopharmaceuticals, Inc. • In vitro & in vivo diagnostic substances

This termination agreement (“Termination Agreement”) is made by and between Navidea Biopharmaceuticals, Inc., a Delaware corporation having an address at 5600 Blazer Parkway, Suite 200, Dublin, OH 43017-1367 (“LICENSEE”) and The Regents of the University of California, a California corporation having its statewide administrative offices at 1111 Franklin Street, Oakland, California 94607-5200 (“UNIVERSITY”), represented by its San Diego campus having an address at University of California, San Diego, Technology Transfer Office, Mail Code 0910, 9500 Gilman Drive, La Jolla, California 92093-0910 (“UCSD”).

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