Common use of End of Employment Clause in Contracts

End of Employment. a. Your employment with Delcath ended effective SEPARATION DATE (the “Separation Date”). b. Upon your receipt of your final paycheck, which includes payment for services through the Separation Date, you will have received all wages owed to you by virtue of your employment with Delcath or termination thereof. c. Upon your receipt of payment in the amount of $XXX, less applicable deductions and withholding, which represents payment for XX hours of accrued and unused vacation at your regular rate, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. You are not eligible for any other payments or benefits by virtue of your employment with Delcath or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or benefits described in Section 2 of this Agreement if (i) you do not sign this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreement, or (iii) you violate any of the terms and conditions set forth in this Agreement.

End of Employment. a. Your employment with Delcath ended CSI will end effective SEPARATION DATE (at the “close of business on the Separation Date”). By signing below, you agree that as of the Separation Date you will be deemed to have also automatically resigned from all positions with CSI, if and as applicable. Except as set forth herein for Salary and Wage Continuation Benefits in Section 2.a. and bonus pay in Section 2.b. b. Upon , upon your receipt of your final paycheck, which includes payment paycheck for services through the Separation Date, you will have received all wages wages, bonuses, commissions and compensation owed to you by virtue of your employment with Delcath CSI or termination thereof. c. Upon . With your receipt of final paycheck, you will also receive payment in the amount of $XXX, less applicable deductions and withholding, which represents payment from CSI for XX 240 hours of accrued and but unused vacation Paid Time Off (PTO) at your regular rate, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIPrate per CSI policy. If you are entitled to payment under this Section 2.e.applicable, payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. . If elected, your COBRA period will begin July 1, 2017. You are not eligible for any other payments or benefits by virtue of your employment with Delcath CSI or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or and benefits described in Section 2 of this Agreement if you (i) you do not sign this AgreementAgreement and return it to CSI by the Offer Expiration, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreementthis Agreement after signing it, or (iii) you violate any of the terms and conditions set forth in this Agreement, Sections 9 - 13 of your Employment Agreement with CSI dated February 28, 2007 (the “Employment Agreement”), the Severance Plan, or any other written agreement in effect between you and CSI containing post- employment obligations. In addition, the pay and benefits described in Section 2 of this Agreement shall be subject to reduction, cancellation, forfeiture, offset or recoupment as and to the extent required by the applicable provisions of any law (including without limitation Section 10D of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder), government regulation or stock exchange listing requirement, or clawback policy or provision implemented by CSI pursuant to such law, regulation or listing requirement.

End of Employment. a. Your (a) Trepeta and MOBQ mutually agree that Trepeta shall separate from MOBQ and Trepeta’s employment with Delcath ended shall end effective SEPARATION DATE on the (7th) day after the date hereof (the “Separation Effective Date”). b. Upon your receipt (b) As a result of your final paycheckTrepeta separating from MOBQ, Trepeta shall cease to be a director, officer or employee of Mobiquity, and/or Ace and/or MOBQ as of the Effective Date. (c) With the exception of any compensation or benefits provided for by the terms of this Agreement or any vested distribution for MOBQ’s 401k (if applicable), Trepeta has received all earned compensation from MOBQ to which he is entitled through the Effective Date. (d) MOBQ shall continue to cover Trepeta as an insured under MOBQ’s Director and Officer Liability Insurance Policy for a period of six (6) six months commencing on the Effective Date. (e) MOBQ will indemnify, defend and hold harmless Trepeta for any and all allegations, claims, actions, suits, demands, damages, liabilities, obligations, losses, settlements, judgments, costs and expenses, (including without limitation attorneys’ fees and costs) which arise out of, relate to or result from any act or omission arising out of Trepeta’s performance of his duties as a director, officer, or employee of MOBQ during the period of time he was employed by MOBQ, to the extent provided in the Employment Agreement. At Trepeta’s request, subject to the consent of MOBQ, which includes payment shall not be unreasonably withheld, Trepeta shall be afforded separate counsel at MOBQ’s expense designated to Trepeta in connection with any manner for services through the Separation Datewhich indemnification or insurance may be applicable, you will have received all wages owed to you by virtue if there is a conflict of your employment interest with Delcath any other party or termination thereofparties. c. Upon your receipt (f) To the extent provided by the federal COBRA law or, if applicable, state insurance laws, and by MOBQ’s current group health insurance policies, Trepeta shall be eligible to continue his group health insurance coverage at his own expense. (g) Trepeta will continue to receive all typical monthly expenses covered by MOBQ through May of payment 2017 in the amount of $XXX, less applicable deductions and withholding, which represents payment for XX hours of accrued and unused vacation at your regular rate, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereofsame manner as provided in the Employment Agreement. d. During your employment with Delcath(h) Trepeta is entitled to receive and retain all common stock previously granted to him, you were granted various and, after the effective date, MOBQ, shall ensure all vested options to purchase MOBQ stock options and restricted stock held by Trepeta as of the Effective Date to be exercisable pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in terms of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”option agreement(s) under which the 2009 Planoptions where granted. All For the avoidance of doubt, MOBQ confirms that Trepeta has the right, pursuant to the terms of such stock option agreements, to exercise such vested options for the remainder of their respective original 10 (ten) year terms under such stock option agreement(s). A listing of Trepeta’s stock options grant and restricted stock that have not vested termination dates can be found in Trepeta’s Securities and Exchange Commission filings on XXX.xxx as of the Separation Date will automatically terminate date hereof and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan.is attached hereto in Exhibit A. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. You are not eligible for any other payments or benefits by virtue of your employment with Delcath or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or benefits described in Section 2 of this Agreement if (i) you do not sign this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims The MasterCard in Trepeta’s name will be paid off in full as it has been in existence since 1998 and Delcath then elects to void used for the Agreement, or (iii) you violate any benefit of the terms and conditions set forth Company since inception. It has been used for all companies listed in this Agreementagreement (MOBQ) and will no longer be used for any purposes. All “sub accounts” (Cards issued in any other names connected to the same account) will also be discontinued in their use and cancelled. (j) Trepeta is entitled to keep such devices and phone number(s), payment for such account will become the sole responsibility of Trepeta to pay after the monthly expense agreement ending in May 2017. (k) Trepeta has been notified by MOBQ that he has returned all requested documents and shall have no further obligations to return any past documents or items like computers, scanners, printers, faxes, fax machines or any similar items. Trepeta will be given the opportunity to retrieve all personal items that have been left at MOBQ offices. Trepeta and MOBQ will coordinate and agree upon any time or times that will be needed for Trepeta to come and retrieve such items (personal).

End of Employment. a. Your employment with Delcath ended CSI will end effective SEPARATION DATE at the close of business on May 25, 2016 (the “Separation Date”). b. Upon . By signing below, you agree that as of the Separation Date you will be deemed to have also automatically resigned from all positions with CSI, if and as applicable. Except as set forth herein, upon your receipt of your final paycheck, which includes payment paycheck for services through the Separation Date, you will have received all wages wages, commissions and compensation owed to you by virtue of your employment with Delcath CSI or termination thereof. c. Upon . With your receipt of final paycheck, you will also receive payment in the amount of $XXX, less applicable deductions and withholding, which represents payment from CSI for XX hours of accrued and but unused vacation Paid Time Off (PTO) at your regular rate, you will have received all benefits owed to you by virtue of rate per CSI policy. You and your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and eligible family members will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment eligible for early retiree medical benefits pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of CSI’s group health plan, as may be amended from time to time. This early retiree medical coverage is in lieu of any payment of COBRA premiums by CSI as described in the AIPSeverance Plan. If When your early retiree medical coverage ends, you are and your eligible family members may be entitled to payment COBRA at your expense if and as applicable under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Datefederal and state law. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. You are not eligible for any other payments or benefits by virtue of your employment with Delcath CSI or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or and benefits described in Section 2 of this Agreement if you (i) you do not sign this AgreementAgreement and return it to CSI by the Offer Expiration, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreementthis Agreement after signing it, or (iii) you violate any of the terms and conditions set forth in this Agreement, Sections 9 - 13 of your Employment Agreement, the Severance Plan, or any other written agreement in effect between you and CSI containing post-employment obligations. In addition, the pay and benefits described in Section 2 of this Agreement shall be subject to reduction, cancellation, forfeiture, offset or recoupment as and to the extent required by the applicable provisions of any law (including without limitation Section 10D of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder), government regulation or stock exchange listing requirement, or clawback policy or provision implemented by CSI pursuant to such law, regulation or listing requirement.

End of Employment. a. Your employment with Delcath Silver Bay (and any all related entities) ended effective SEPARATION DATE September 29, 2016 (the “Separation Date”). If you are an officer of Silver Bay or any related entities, effective upon the Separation Date you resign all such positions, and you agree to execute any and all documents necessary or helpful to effectuate such resignation(s). b. Upon your receipt of (i) your final paycheck, which includes payment for services for the final payroll period through the Separation Date, and (ii) reimbursement for unreimbursed business expenses incurred by you on or before the Separation Date which are reimbursable under Silver Bay’s business expense reimbursement policies (provided, however, that you must provide Silver Bay with receipts and supporting documents for such expenses within 45 days of the Separation Date in order to be reimbursed), you will have received all wages and payments owed to you by virtue of your employment with Delcath or termination thereof. c. Upon your receipt of payment in the amount of $XXX8,087.21, less applicable deductions payroll taxes, deductions, and withholding, which represents payment for XX 67.29 hours of accrued and unused vacation at your regular rate, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under DelcathSilver Bay’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. e. During your employment with Silver Bay, you were granted various restricted stock pursuant to Silver Bay Realty Trust Corp.’s 2012 Equity Incentive Plan. As of the Separation Date you were (i) vested in 24,086 time-based-share units, (ii) unvested in 11,157 time-based-vesting share units, (iii) vested in 0 performance-based-vesting share units, and (iv) unvested in 25,000 performance-based-vesting share units. Effective upon the Separation Date, Silver Bay will accelerate the vesting of the unvested 11,157 time-based-vesting share units of restricted stock in Silver Bay. By accelerating the vesting of your unvested shares of restricted stock, you may be subject to adverse tax consequences, including receipt of additional ordinary income, which will be subject to payroll taxes, deductions, and withholding. The 25,000 unvested performance-based-vesting share units will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled restricted shares. f. You are not eligible for any other payments or benefits by virtue of your employment with Delcath or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or and benefits described in Section 2 of this Agreement if (i) you do not sign this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath Silver Bay then elects to void the Agreement, or (iii) you violate any of the terms and conditions set forth in this Agreement.

End of Employment. a. Your employment with Delcath ended CSI will end effective SEPARATION DATE at the close of business on February 26, 2016 (the “Separation Date”). b. Upon . Except as set forth herein, upon your receipt of your final paycheck, which includes payment paycheck for services through the Separation Date, you will have received all wages wages, commissions and compensation owed to you by virtue of your employment with Delcath CSI or termination thereof. c. Upon . With your receipt of final paycheck, you will also receive payment in the amount of $XXX, less applicable deductions and withholding, which represents payment from CSI for XX hours of accrued and but unused vacation Paid Time Off (PTO) at your regular rate, . Any deferred compensation benefits payable to you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock be paid pursuant to the Delcath terms of the Cardiovascular Systems, Inc. 2009 Stock Incentive Plan, As Amended Deferred Compensation Plan (the “2009 Deferred Compensation Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) You and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and your eligible family members will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment eligible for early retiree medical benefits pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of CSI’s group health plan, as may be amended from time to time. This early retiree medical coverage is in lieu of any payment of COBRA premiums by CSI as described in the AIPSeverance Plan. If When your early retiree medical coverage ends, you are and your eligible family members may be entitled to payment COBRA at your expense if and as applicable under this Section 2.e.federal and state law. By signing below, payment will be made at the time Delcath pays you agree that fiscal year’s AIP payments to its other executives but in no event later than March 15 as of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage , you will be sent deemed to have automatically resigned from all positions with CSI including, without limitation, from CSI’s Board of Directors and all other governing bodies of CSI and its subsidiaries, if and as applicable. In addition, concurrently with your execution of this Agreement, you via separate letter. g. agree to provide written notice to CSI’s Corporate Secretary of your resignation as required by CSI’s Amended and Restated Bylaws, in the form attached hereto as Exhibit A. You are not eligible for any other payments or benefits by virtue of your employment with Delcath CSI or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or and benefits described in Section 2 of this Agreement if you (i) you do not sign this AgreementAgreement and return it to CSI by the Offer Expiration, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreementthis Agreement after signing it, or (iii) you violate any of the terms and conditions set forth in this Agreement, Section 8 - 14 of your Employment Agreement, the Severance Plan, or any other written agreement in effect between you and CSI containing post-employment obligations. In addition, the pay and benefits described in Section 2 of this Agreement shall be subject to reduction, cancellation, forfeiture, offset or recoupment as and to the extent required by the applicable provisions of any law (including without limitation Section 10D of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder), government regulation or stock exchange listing requirement, or clawback policy or provision implemented by CSI pursuant to such law, regulation or listing requirement.

End of Employment. a. Your employment with Delcath ended effective SEPARATION DATE March 9, 2015 (the “Separation Date”). b. Upon your receipt of your final paycheck, which includes payment for services through the Separation Date, you will have received all wages owed to you by virtue of your employment with Delcath or termination thereof. c. Upon your receipt of payment in the amount of Twenty Five Thousand Three Hundred Ninety Six Dollars And Eighty Cents ($XXX25,396.80), less applicable deductions and withholding, which represents payment for XX One Hundred Sixty (160) hours of accrued and unused vacation at your regular rate, to be paid within ten (10) business days following the Separation Date, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the Eighteen Thousand Sixty Eight (18,068) stock options granted to you (the “Vested Stock Options”) and of the Nine Hundred Thirty Seven (937) restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. (i) To the extent it has not been paid as of the date you execute this Agreement, you are entitled to receive your 2014 AIP (as defined below) payment in the amount of Fifty Two Thousand Eighteen Dollars ($52,018.00). (ii) If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. You are not eligible for any other payments or benefits by virtue of your employment with Delcath or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or benefits described in Section 2 of this Agreement if (i) you do not sign this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreement, or (iii) you violate any of the terms and conditions set forth in this Agreement.

End of Employment. a. Your employment with Delcath ended effective SEPARATION DATE (the “Separation Date”). b. Upon your receipt of your final paycheck, which includes payment for services through the Separation Date, you will have received all wages owed to you by virtue of your employment with Delcath or termination thereof. c. Upon your receipt of payment in the amount of $XXX, less applicable deductions and withholding, which represents payment for XX hours of accrued and unused vacation at your regular rate, you will have received all benefits owed to you by virtue of your employment with Delcath or termination thereof. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIPAlP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP AlP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. AlP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s group plans will begin on the first day of the month immediately following the Separation Date. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. You are not eligible for any other payments or benefits by virtue of your employment with Delcath or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or benefits described in Section 2 of this Agreement if (i) you do not sign this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void the Agreement, or (iii) you violate any of the terms and conditions set forth in this Agreement.

End of Employment. a. Your employment with Delcath ended By your signature below effective SEPARATION DATE as of December 2, 2008 you resign as both an employee of Xxxxxxxxxxx & Banks and as an officer and/or director of Xxxxxxxxxxx & Banks and all of its related entities (the “Separation Date”). b. Upon your receipt of your final paycheck, which includes payment for services through the Separation DateAs you have been on an unpaid leave recently, you will have already received all wages owed to you by virtue of your employment with Delcath or termination thereofthrough the Separation Date. c. Upon your receipt of payment in the amount of $XXX, less applicable deductions from Xxxxxxxxxxx and withholding, which represents payment Banks for XX twelve (12) hours of earned and accrued and unused vacation at your regular ratePaid-Time-Off (“PTO”), you will have received all benefits owed to you by virtue of your employment with Delcath Xxxxxxxxxxx & Banks or the termination thereofof your employment with respect to PTO benefits. d. During your employment with Delcath, you were granted various stock options and restricted stock pursuant to the Delcath Systems, Inc. 2009 Stock Incentive Plan, As Amended (“2009 Plan”). As of the Separation Date you were vested in of the stock options granted to you (the “Vested Stock Options”) and of the restricted shares granted to you (the “Vested Restricted Stock”) under the 2009 Plan. All stock options and restricted stock that have not vested as of the Separation Date will automatically terminate and be canceled on the Separation Date, and you hereby fully and forever waive and release any and all right to such terminated and canceled stock options and restricted stock. The Vested Stock Options will automatically expire ninety (90) days after the Separation Date and will be governed by the applicable stock option grant letter and the 2009 Plan. The Vested Restricted Stock will be governed by the applicable granting agreements and the 2009 Plan. e. If any employee participant of Delcath receives a payment pursuant to Delcath Systems, Inc. Annual Incentive Plan (“AIP”) for the fiscal year in which the Separation Date occurred, then you will be entitled to receive a prorated AIP payment (based on the portion of fiscal year you were employed by Delcath) pursuant to the AIP for that fiscal year, subject and according to the terms and conditions of the AIP. If you are entitled to payment under this Section 2.e., payment will be made at the time Delcath pays that fiscal year’s AIP payments to its other executives but in no event later than March 15 of the subsequent fiscal year. f. The COBRA period for continuation of your insurance coverage under Delcath’s Xxxxxxxxxxx & Banks’ group plans will begin on the first day of the month immediately following the Separation DateDecember 1, 2008. Information regarding your right to elect COBRA coverage will be sent to you via separate letter. g. e. During your employment, Xxxxxxxxxxx & Banks granted you various stock options and restricted stock. You may, as per the terms of the Xxxxxxxxxxx & Banks Corporation 1997 Stock Incentive Plan and the Xxxxxxxxxxx & Banks Corporation 2005 Stock Incentive Plan, exercise any and all stock options granted to you and which are vested on or prior to your Separation Date. These stock options may be exercised as per the applicable Plan’s provisions which, in the case of the 1997 Plan, your ability to exercise expires on your Separation Date and, in the case of the 2005 Plan, expires ninety (90) days following your Separation Date. Pursuant to the terms of the applicable plan documents, all unvested stock options and all restricted stock granted by Xxxxxxxxxxx & Banks that have not vested as of the Separation Date are forfeited effective upon your Separation Date; provided, however, Xxxxxxxxxxx & Banks’ Board of Directors waives the remaining vesting period for the 2,800 shares of Restricted Stock awarded to you on February 7, 2006, such that such shares shall vest upon your execution of this Agreement. You may obtain further information regarding any grants of stock options or restricted stock that were made to you by contacting Xxxx Xxxxxxx at 000-000-0000. Please also note you remain subject to the terms of the Company’s Xxxxxxx Xxxxxxx Policy and applicable securities laws, which imposes limits on when employees or recently separated employees are permitted to trade. This Section 1.e. of the Agreement will be construed in accordance with the terms of the applicable plan documents; to the extent that such documents conflict with any terms in this Section, the plan documents are controlling, except with respect to the accelerated vesting of the 2,800 shares described above. f. You are not eligible for any other payments or benefits by virtue of your employment with Delcath Xxxxxxxxxxx & Banks or termination thereof except for those expressly described in this Agreement. You will receive the payments described in this Section 1 whether or not you sign this Agreement. You will not receive the separation pay or and benefits described in Section 2 and subsequent Sections of this Agreement if you (i) you do not sign and return this Agreement, (ii) pursuant to Section 5 below, you rescind your release of claims and Delcath then elects to void this Agreement after signing it during the Agreementapplicable rescission period, or (iii) you violate any of the terms and conditions set forth in this Agreement.