0001193125-15-037540 Sample Contracts

13,500,000 Shares ONCOTHYREON INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • February 6th, 2015 • Oncothyreon Inc. • Services-commercial physical & biological research • New York
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1,333 Shares ONCOTHYREON INC. Series B Convertible Preferred Stock UNDERWRITING AGREEMENT
Underwriting Agreement • February 6th, 2015 • Oncothyreon Inc. • Services-commercial physical & biological research • New York
ONCOTHYREON INC. SECURITIES EXCHANGE AGREEMENT
Securities Exchange Agreement • February 6th, 2015 • Oncothyreon Inc. • Services-commercial physical & biological research • Delaware

This Securities Exchange Agreement (this “Agreement”) is made as of February 5, 2015 (the “Effective Date”) by and between ONCOTHYREON INC., a Delaware corporation (the “Company”), and BIOTECHNOLOGY VALUE FUND, L.P., a Delaware limited partnership, and BIOTECHNOLOGY VALUE FUND II, L.P., a Delaware limited partnership (each a “Holder” and, collectively, the “Holders”).

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