0001567619-14-000513 Sample Contracts

REGISTRATION RIGHTS AGREEMENT Dated OCTOBER 6, 2014 between DPL INC. and
Registration Rights Agreement • October 10th, 2014 • DPL Inc • Electric & other services combined • New York

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of October 6, 2014, between DPL Inc., an Ohio corporation (the “Issuer”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and each of the other initial purchasers named in Schedule A hereto (collectively, the “Initial Purchasers”) for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC are acting as the representatives (the “Representatives”).

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DPL INC. as the Company and U.S. Bank National Association, as Trustee Indenture Dated as of October 6, 2014 6.75% Senior Notes due 2019
Indenture • October 10th, 2014 • DPL Inc • Electric & other services combined • New York

INDENTURE, dated as of October 6, 2014, between DPL Inc., an Ohio corporation, as the Company, and U.S. Bank National Association, a national banking association, as Trustee.

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