0001654954-22-007316 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 20th, 2022 • Tenax Therapeutics, Inc. • Pharmaceutical preparations

This Agreement is made pursuant to the Securities Purchase Agreement for Units, dated as of the date hereof, between the Company and the Purchaser (the “Purchase Agreement”).

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PRE-FUNDED COMMON STOCK PURCHASE WARRANT TENAX THERAPEUTICS, INC.
Security Agreement • May 20th, 2022 • Tenax Therapeutics, Inc. • Pharmaceutical preparations

THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above as the Initial Exercise Date (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Tenax Therapeutics, Inc., a Delaware corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SECURITIES PURCHASE AGREEMENT FOR UNITS
Securities Purchase Agreement • May 20th, 2022 • Tenax Therapeutics, Inc. • Pharmaceutical preparations • New York

This Securities Purchase Agreement for Units (this “Agreement”) is dated as of May 17, 2022, between Tenax Therapeutics, Inc., a Delaware corporation (the “Company”), and Armistice Capital Master Fund Ltd. (including its successors and assigns, the “Purchaser”).

Armistice Capital Master Fund Ltd. c/o Armistice Capital, LLC
Amendment to Existing Warrants • May 20th, 2022 • Tenax Therapeutics, Inc. • Pharmaceutical preparations
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