0001437749-20-007996 Sample Contracts

COMMON STOCK PURCHASE WARRANT
NovaBay Pharmaceuticals, Inc. • April 20th, 2020 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_________] or his assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ ], 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [ ], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from NovaBay Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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INTERMEDIARY DISTRIBUTION AGREEMENT
Intermediary Distribution Agreement • April 20th, 2020 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations

This Intermediary Distribution Agreement (the “Agreement”) is effective as of the 16th day of April 2020 (the “Effective Date”) by and between Chongqing Pioneer Pharma Holdings Limited, with its principal place of business at No. 15, Lane 88 Wuwei Road, Putuo, Shanghai, China (“Pioneer”) and NovaBay Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 2000 Powell Street, Suite 1150 Emeryville, CA 94608 (“NovaBay”), for the purpose of defining the rights and duties of the parties in connection with the distribution by NovaBay of the Product (as defined in the Agreement).

INTERNATIONAL DISTRIBUTION AGREEMENT
International Distribution Agreement • April 20th, 2020 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

This International Distribution Agreement (the “Agreement”) is effective as of the 16th day of April, 2020 (the “Effective Date”) by and between Shenzhen Microprofit Biotech Co., Ltd., with its principal place of business at Microprofit Building, 6 Gaoxin South Road, High-Tech Park, Nanshan District, Shenzhen, P.R.China (“Microprofit”) and NovaBay Pharmaceuticals, Inc., a Delaware corporation with its principal place of business at 2000 Powell Street, Suite 1150 Emeryville, CA 94608 (“NovaBay”), for the purpose of defining the rights and duties of the parties in connection with the distribution by NovaBay of Microprofit’s Product (as defined in the Agreement).

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