0001193125-19-192327 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 11th, 2019 • Delcath Systems, Inc. • Surgical & medical instruments & apparatus

This Registration Rights Agreement (this “Agreement”) is made and entered into as of July , 2019, between Delcath Systems, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”) and the other Holders signatory hereto.

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COMMON STOCK PURCHASE WARRANT DELCATH SYSTEMS, INC.
Common Stock Purchase Warrant • July 11th, 2019 • Delcath Systems, Inc. • Surgical & medical instruments & apparatus

THIS 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 Reverse Stock Split Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Delcath, Systems, Inc., a Delaware corporation (the “Company”), up to 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).

May 20, 2019 STRICTLY CONFIDENTIAL Jennifer Simpson CEO and President Delcath Systems, Inc.
Engagement Agreement • July 11th, 2019 • Delcath Systems, Inc. • Surgical & medical instruments & apparatus
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 11th, 2019 • Delcath Systems, Inc. • Surgical & medical instruments & apparatus • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of July 11, 2019, between Delcath Systems, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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