0001493152-19-011046 Sample Contracts

AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT
Common Stock Purchase Agreement • July 24th, 2019 • Ritter Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

This AMENDED AND RESTATED COMMON STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of July 23, 2019, by and between RITTER PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). This Agreement hereby amends and restates the Common Stock Purchase Agreement entered into between the parties as of May 4, 2017, as amended and restated as of March 29, 2019. Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 24th, 2019 • Ritter Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of July 23, 2019, by and between RITTER PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). This Agreement hereby amends and restates the Registration Rights Agreement entered into between the parties as of May 4, 2017. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Amended and Restated Common Stock 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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