0001019687-16-005517 Sample Contracts

UNDERWRITING AGREEMENT By and between OCULUS INNOVATIVE SCIENCES, INC. and DAWSON JAMES SECURITIES, INC., as Representative of the Several Underwriters UNDERWRITING AGREEMENT
Underwriting Agreement • March 18th, 2016 • Oculus Innovative Sciences, Inc. • Surgical & medical instruments & apparatus • New York

The undersigned, Oculus Innovative Sciences, Inc. (the “Company”), hereby confirms its agreement (this “Agreement”) with Dawson James Securities, Inc. (the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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OCULUS INNOVATIVE SCIENCES, INC. and COMPUTERSHARE INC. and Computershare TRUST COMPANY, N.A. WARRANT AGREEMENT Dated as of March 18, 2016
Warrant Agreement • March 18th, 2016 • Oculus Innovative Sciences, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 18, 2016 is by and between Oculus Innovative Sciences, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company, collectively as warrant agent (the “Warrant Agent”, also collectively referred to herein as the “Transfer Agent,” and subject to the appointment of a successor Warrant Agent pursuant to Section 7.3.).

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