0001144204-15-014033 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Delaware

This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 26, 2015, by and between Bionik Laboratories Inc., a corporation existing under the laws of Canada (the “Company”), and each of the several shareholders signatory hereto (each such shareholder, a “Shareholder” and, collectively, the “Shareholders”).

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FORM OF SUBSCRIPTION AGREEMENT
Form of Subscription Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • New York
EMPLOYMENT AGREEMENT
Employment Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

Michal Prywata, an individual resident in the City of Toronto in the Province of Ontario (hereinafter referred to as the "Employee"),

SUPPORT AGREEMENT
Support Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

BIONIK LABORATORIES CORP. a corporation existing under the laws of the State of Delaware (hereinafter referred to as “Bionik US”)

NOVATION AGREEMENT dated as of the 26th day of February, 2015. BETWEEN:
Novation Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

BIONIK LABORATORIES CORP. a corporation existing under the laws of the State of Delaware (hereinafter referred to as “Bionik US”)

ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • New York

ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of February __, 2015, by and between Bionik Laboratories Ltd. (f/k/a Drywave Technologies, Inc.), a Delaware corporation (“Assignor”), and Tungsten 74 LLC, a Delaware limited liability company (“Assignee”).

INVESTMENT AGREEMENT AMONG BIONIK LABORATORIES INC. AND BIONIK ACQUISITION INC. AND BIONIK LABORATORIES CORP. (FORMERLY KNOWN AS DRYWAVE TECHNOLOGIES, INC.) February 26, 2015
Investment Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

BIONIK LABORATORIES CORP. (formerly known as Drywave Technologies, Inc.), a corporation incorporated under the laws of the State of Delaware (hereinafter called “Bionik US”)

EMPLOYMENT AGREEMENT
Employment Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

THIS AGREEMENT witnesses that the parties have agreed that the terms and conditions of the relationship shall be as follows:

Contract
Spin-Off Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • New York

SPIN-OFF AGREEMENT, dated as of February 26, 2015 (this “Agreement”), by and among BIONIK LABORATORIES LTD. (f/k/a Drywave Technologies, Inc.), a Delaware corporation (the “Company” or the “Seller”), and BRIAN E. RAY and JON LUNDGREEN (each a “Buyer” and collectively, the “Buyers”).

VOTING AND EXCHANGE TRUST AGREEMENT
Voting and Exchange Trust Agreement • March 4th, 2015 • Bionik Laboratories Corp. • Services-offices & clinics of doctors of medicine • Ontario

BIONIK LABORATORIES CORP. (formerly known as DRYWAVE Technologies Inc.) a corporation existing under the laws of the State of Delaware (hereinafter referred to as “Bionik US”)

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