REGISTRATION RIGHTS AGREEMENT
This Registration Rights Agreement (this “ Agreement ”) is made and entered into as of March 14, 2008, by and
among Corcept Therapeutics Incorporated, a Delaware corporation (the “ Company ”), and the investors signatory hereto (each
a “ Purchaser ” and collectively, the “ Purchasers ”).
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of March 14, 2008, among the
Company and the Purchasers (the “ Purchase Agreement ”).
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good
and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and the Purchasers
agree as follows:
1. Definitions . Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall
have the meanings given such terms in the Purchase Agreement. As used in this Agreement, the following terms shall have the
respective meanings set forth in this Section 1:
“ Common Stock ” means the common stock, par value $0.001 per share, of the Company.
“ Effective Date ” means the date that the Registration Statement filed pursuant to Section 2(a) is first declared
effective by the Commission.
“ Effectiveness Date ” means: (a) with respect to the Initial Registration, the 90 th day following the Closing (or the 105
th day following the Closing in the event the initial Registration Statement is reviewed by the Commission), (b) with respect to
any additional Registration Statements that may be required pursuant to Section 2 hereof, the 90 th day following the date on
which the Company first knows, or reasonably should have known, that such additional Registration Statement is required
under such Section (or the 105 th day following the Closing in the event the initial Registration Statement is reviewed by the
“ Effectiveness Date ” shall also have the meaning specified in Section 2(b).
“ Effectiveness Period ” shall have