0001372514-23-000008 Sample Contracts

COMMON STOCK PURCHASE WARRANT KIORA PHARMACEUTICALS, INC.
Kiora Pharmaceuticals Inc • February 3rd, 2023 • Pharmaceutical preparations

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC 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 August 3, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 3, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to 105,596 shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 3, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). 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").

PURCHASE AGREEMENT
Purchase Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

PURCHASE AGREEMENT (the “Agreement”), dated as of February 3, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations

REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 2, 2023, by and between KIORA PHARMACEUTICALS, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • February 3rd, 2023 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • Illinois

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of February 2, 2023, is by and among Kiora Pharmaceuticals, Inc., a Delaware corporation (the ”Company”), and Lincoln Park Capital Fund, LLC, an Illinois limited liability company (the “Buyer”).

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