0001437749-17-005807 Sample Contracts

FORM OF] DEBT-FOR-EQUITY EXCHANGE AGREEMENT

Debt-for-Equity Exchange Agreement • March 31st, 2017 • Sun BioPharma, Inc. • Pharmaceutical preparations • Minnesota

• Contract Type
  Debt-for-Equity Exchange Agreement
• Filed
  March 31st, 2017
• Company
  Sun BioPharma, Inc.
• Industry
  Pharmaceutical preparations
• Jurisdiction
  Minnesota

This DEBT-FOR-EQUITY EXCHANGE AGREEMENT (this “Agreement”), dated as of , 2017 (the “Effective Date”) is made by and between Sun BioPharma, Inc. a Delaware corporation (the “Company”), and the lender named on the signature page hereto (“Lender”).

FORM OF] PARTICIPATION RIGHTS AGREEMENT

Participation Rights Agreement • March 31st, 2017 • Sun BioPharma, Inc. • Pharmaceutical preparations

• Contract Type
  Participation Rights Agreement
• Filed
  March 31st, 2017
• Company
  Sun BioPharma, Inc.
• Industry
  Pharmaceutical preparations

This PARTICIPATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2017 (the “Effective Date”) is made by and between Sun BioPharma, Inc., a Delaware corporation (the “Company”), and the person named on the signature page hereto (“Participant”).