0001654954-17-004023 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 3rd, 2017 • Mabvax Therapeutics Holdings, Inc. • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May [__], 2017, between MabVax Therapeutics Holdings, Inc, a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

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SUBSCRIPTION AGREEMENT
Subscription Agreement • May 3rd, 2017 • Mabvax Therapeutics Holdings, Inc. • Pharmaceutical preparations • New York

This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in the securities of MabVax Therapeutics Holdings, Inc., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of up to $850,000 (the “Maximum Offering Amount”) of shares (the “Common Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”) (or, at the election of any Subscriber, shares of Series H Convertible Preferred Stock (the “Preferred Shares” and, collectively with the Common Shares, the “Shares”), par value $0.01 per share, which are convertible into shares of Common Stock (the “Conversion Shares”), with such rights and designations as set forth in the form of Certificate of Designation of Preferences, Rights and Limitations of Series H Convertible Preferred Stock, attached hereto as Exhibit A, (the “Series H Certifi

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