0001104659-23-030852 Sample Contracts

PURCHASE AGREEMENT
Purchase Agreement • March 10th, 2023 • Cognition Therapeutics Inc • Biological products, (no disgnostic substances) • New York

THIS PURCHASE AGREEMENT (the "Agreement"), dated as of March 10, 2023, is made by and between Cognition Therapeutics, Inc., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the "Investor").

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 10th, 2023 • Cognition Therapeutics Inc • Biological products, (no disgnostic substances) • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 10, 2023, is entered into by and between COGNITION THERAPEUTICS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).

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