0001104659-22-062504 Sample Contracts

GAIN THERAPEUTICS, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [•], 20__ Debt Securities
Indenture • May 18th, 2022 • Gain Therapeutics, Inc. • Pharmaceutical preparations • New York

Indenture, dated as of [•], 20__, among Gain Therapeutics, Inc., a Delaware corporation (the “Company”), and[Trustee], as trustee (the “Trustee”):

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Gain Therapeutics, Inc. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • May 18th, 2022 • Gain Therapeutics, Inc. • Pharmaceutical preparations • New York

Gain Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:

Gain Therapeutics, Inc. and _____________, As Warrant Agent Form of Preferred Stock Warrant Agreement Dated As Of __________ GAIN THERAPEUTICS, INC. Form of Preferred Stock Warrant Agreement
Preferred Stock Warrant Agreement • May 18th, 2022 • Gain Therapeutics, Inc. • Pharmaceutical preparations • New York

This Preferred Stock Warrant Agreement (this “Agreement”), dated as of [●], between Gain Therapeutics, 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”).

Gain Therapeutics, Inc. and _____________, As Warrant Agent Form of Common Stock Warrant Agreement Dated As Of __________
Common Stock Warrant Agreement • May 18th, 2022 • Gain Therapeutics, Inc. • Pharmaceutical preparations • New York

This Common Stock Warrant Agreement (this “Agreement”), dated as of [●], between Gain Therapeutics, 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”).

Gain Therapeutics, Inc. and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________ GAIN THERAPEUTICS, INC. Form of Debt Securities Warrant Agreement
Debt Securities Warrant Agreement • May 18th, 2022 • Gain Therapeutics, Inc. • Pharmaceutical preparations • New York

This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between Gain Therapeutics, 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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