0000950123-15-004320 Sample Contracts

LEASE AGREEMENT
Lease Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances)

THIS LEASE AGREEMENT (this “Lease”) is made this 29th day of September, 2008, between ARE-SAN FRANCISCO NO. 29, LLC, a Delaware limited liability company (“Landlord”), and BIOCARDIA, INC., a Delaware corporation (“Tenant”).

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WARRANT TO PURCHASE SHARES OF SERIES F PREFERRED STOCK of BIOCARDIA, INC. Dated as of «Date» Void after the date specified in Section 8
Warrant Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances) • California

THIS CERTIFIES THAT, for value received, «Warrant_Holder», or its registered assigns (the “Holder”), is entitled, subject to the provisions and upon the terms and conditions set forth herein, to purchase from BioCardia, Inc., a Delaware corporation (the “Company”), shares of the Company’s Series F Preferred Stock, $0.001 par value per share (the “Shares”), in the amounts, at such times and at the price per share set forth in Section 1. The term “Warrant” as used herein shall include this Warrant and any warrants delivered in substitution or exchange therefor as provided herein. This Warrant is issued in connection with the transactions described in the Series F Preferred Stock and Warrant Purchase Agreement, dated as of April 24, 2013, by and among the Company and the purchasers described therein (the “Purchase Agreement”). The holder of this Warrant is subject to certain restrictions set forth in the Purchase Agreement and the Investor Rights Agreement, dated as of June 6, 2011, by an

BIOCARDIA, INC. WARRANT TO PURCHASE SHARES
Warrant Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances) • California

This Warrant is issued to by BioCardia, Inc., a Delaware corporation (the “Company”), in connection with the Company’s issuance to the holder of this Warrant of a Convertible Promissory Note (the “Note”).

BIOCARDIA, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT June 6, 2011
Investors’ Rights Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances) • California

THIS AGREEMENT is made as of June 6, 2011 among BioCardia, Inc., a Delaware corporation (the “Company”) and the undersigned holders of the Company’s Series A Preferred Stock (the “Series A Preferred”), Series B Preferred Stock (the “Series B Preferred”), Series C Preferred Stock (the “Series C Preferred”), Series D Preferred Stock (the “Series D Preferred”), Series E Preferred Stock (the “Series E Preferred”) and the Series F Preferred Stock (the “Series F Preferred”) listed on Exhibit A hereto (each an “Investor”, and collectively, the “Investors”).

FORM OF WARRANT
Warrant Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances) • California

THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR, IF REQUESTED BY THE COMPANY, AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

FIRST AMENDMENT TO LEASE
Lease Agreement • April 9th, 2015 • BioCardia, Inc. • Biological products, (no disgnostic substances)

THIS FIRST AMENDMENT TO LEASE (this “First Amendment”) is made as of May 31, 2010, by and between ARE-SAN FRANCISCO NO. 29, LLC, a Delaware limited liability company (“Landlord”), and BIOCARDIA, INC., a Delaware corporation (“Tenant”).

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