0000950123-18-004952 Sample Contracts

TOCAGEN INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20__ Debt Securities
Indenture • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York
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TOCAGEN INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20
Preferred Stock Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York

PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

TOCAGEN INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF [ ], 20
Common Stock Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York

COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

TOCAGEN INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20
Debt Securities Warrant Agreement • May 11th, 2018 • Tocagen Inc • Pharmaceutical preparations • New York

DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between TOCAGEN INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).

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