Notice of Registration Statement and Selling Securityholder Election Uses in Definitions Clause

Definitions from Registration Rights Agreement

Cell Therapeutics, Inc., a corporation organized under the laws of the State of Washington (the Company), proposes to exchange the Outstanding Notes (as defined in the Exchange Agreement) held by the investors listed on each Schedule 1 (the Investors) of the respective Exchange Agreements (the Exchange Agreement), dated December 11, 2007, by and between the Investors and the Company and signatory hereto, for an additional number of shares of Common Stock set forth opposite such Investors name under the column Number of Common Shares on Schedule 1 thereto (such shares being referred to herein as the Exchange Shares) and the principal amount of 5.75% Convertible Senior Notes due 2011 issued under an indenture substantially in the form set forth on Exhibit A of the Exchange Agreement set forth opposite such Investors name under the column Aggregate Principal Amount of Exchange Notes on Schedule 1 thereto (such notes being referred to herein as the Exchange Notes, and collectively with the

Definitions. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Purchase Agreement. As used in this Registration Rights Agreement (this Agreement), the following defined terms shall have the following meanings: Additional Interest has the meaning assigned thereto in Section 7(a) hereof. Affiliate of any specified person means any other person which, directly or indirectly, is in control of, is controlled by, or is under common control with such specified person. For purposes of this definition, control of a person means the power, direct or indirect, to direct or cause the direction of the management and policies of such person whether by contract or otherwise; and the terms controlling and controlled have meanings correlative to the foregoing. Applicable Amount means, at the time of computation of any Additional Interest, (i) with respect to the Securities, the principal amount of the Securities then outstanding, and (ii) with respect to shares of Common Stock which have been issued upon conversion of the Securities pursuant to the Indenture and not sold by a Holder, the principal amount of Securities that was converted into such number of shares. Business Day means each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in the City of New York, State of New York are authorized or obligated by law or executive order to close. Commission means the United States Securities and Exchange Commission, or any other federal agency at the time administering the Exchange Act or the Securities Act, whichever is the relevant statute for the particular purpose. Common Stock means the Companys common stock, without par value. DTC means The Depository Trust Company. Effectiveness Period has the meaning assigned thereto in Section 2(b)(i) hereof. Effective Time means the time at which the Commission declares any Shelf Registration Statement effective or at which time any Shelf Registration Statement otherwise becomes effective. Exchange Act means the United States Securities Exchange Act of 1934, as amended. Exchange Date means the date of the exchange of the Outstanding Notes and of the original issuance of the Securities. Holder means any person that is the record owner of Registrable Securities (and includes any person that has a beneficial interest in any Registrable Security in book-entry form). Indenture means the Indenture, dated as of or around December 12, 2007, by and between the Company and U.S. Bank National Association, pursuant to which the Securities are to be issued, and as amended and supplemented from time to time in accordance with its terms. Majority of Holders means Holders holding over fifty percent (50%) of the aggregate principal amount of Registrable Securities outstanding. Managing Underwriter has the meaning assigned thereto in Section 8 hereof. Notice and Questionnaire means a Notice of Registration Statement and Selling Securityholder Election and Questionnaire substantially in the form of Appendix A hereto. Notice Holder has the meaning assigned thereto in Section 3(a)(i) hereof. The term person means an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof. Prospectus means the prospectus included in any Shelf Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the Offering of any portion of the Registrable Securities covered by any Shelf Registration Statement and by all other amendments and supplements to such prospectus, including all material incorporated by reference in such prospectus and all documents filed after the date of such prospectus by the Company under the Securities Act or the Exchange Act and incorporated by reference therein. Registrable Securities means all or any portion of the Securities issued from time to time under the Indenture or the Exchange Agreement, as applicable, and the shares of Common Stock issuable upon conversion of the Securities. Restricted Security means any Security or share of Common Stock issuable upon conversion thereof except any such Security or share of Common Stock that (i) has been registered pursuant to an effective registration statement under the Securities Act and sold in a manner contemplated by the Shelf Registration Statement, (ii) has been transferred in compliance with Rule 144 under the Securities Act (or any successor provision thereto) or is transferable pursuant to paragraph (k) of such Rule 144 (or any successor provision thereto) or (iii) has otherwise been transferred and a new Security or share of Common Stock not subject to transfer restrictions under the Securities Act has been delivered by or on behalf of the Company in accordance with Section 2.6 of the Indenture. Registration Default has the meaning assigned thereto in Section 7(a) hereof. Securities Act means the United States Secur

Definitions from Registration Rights Agreement

Cell Therapeutics, Inc., a corporation organized under the laws of the State of Washington (the Company), proposes to issue the Securities (as defined below) to Novartis Pharma AG, a corporation organized under the laws of Switzerland (the Investor), upon the terms and subject to the conditions set forth in that certain Securities Purchase Agreement dated the date hereof by and between the Investor and the Company (the Securities Purchase Agreement). As an inducement to the Investor to enter into the Securities Purchase Agreement and in satisfaction of a condition to the obligations of the Investor thereunder, the Company agrees with the Investor for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

Definitions. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Securities Purchase Agreement. As used in this Registration Rights Agreement (this Agreement), the following defined terms shall have the following meanings: Business Day means each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in the City of New York, State of New York are authorized or obligated by law or executive order to close. Commission means the United States Securities and Exchange Commission, or any other federal agency at the time administering the Exchange Act or the Securities Act, whichever is the relevant statute for the particular purpose. Common Stock means the Companys common stock, no par value per share. Company has the meaning assigned thereto in the preamble hereof. Default Payment has the meaning assigned thereto in Section 7(a) hereof. DTC means The Depository Trust Company. Effectiveness Period has the meaning assigned thereto in Section 2(b)(i) hereof. Effective Time means the time at which the Commission declares any Shelf Registration Statement effective or at which time any Shelf Registration Statement otherwise becomes effective. Exchange Act means the United States Securities Exchange Act of 1934, as amended. Filing Date has the meaning assigned thereto in Section 2 hereof. Holder means any person that is the record owner of Registrable Securities (and includes any person that has a beneficial interest in any Registrable Security in book-entry form). Initial Penalty Period has the meaning assigned thereto in Section 7(a) hereof. Investor has the meaning assigned thereto in the preamble hereof. Issue Date means the first date of original issuance of the Securities. Majority of Holders means Holders holding over fifty percent (50%) of the aggregate Registrable Securities outstanding. Managing Underwriter has the meaning assigned thereto in Section 8 hereof. Notice and Questionnaire means a Notice of Registration Statement and Selling Securityholder Election and Questionnaire substantially in the form of Appendix A hereto. Notice Holder has the meaning assigned thereto in Section 3(a)(i) hereof. The term person means an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof. Prospectus means the prospectus included in any Shelf Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the Offering of any portion of the Registrable Securities covered by any Shelf Registration Statement and by all other amendments and supplements to such prospectus, including all material incorporated by reference in such prospectus and all documents filed after the date of such prospectus by the Company under the Securities Act or the Exchange Act and incorporated by reference therein. Registrable Securities means all or any portion of (i) the Securities, (ii) any shares of Common Stock issued as a dividend or distribution or issuable upon the conversion or exercise of any warrant, right or other security which is issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, the Securities, and (iii) any capital stock or other securities issued in respect of the Securities by reason of a merger, consolidation, exchange or other transaction; provided, however, that a security ceases to be a Registrable Security when it is no longer a Restricted Security. Registration Default has the meaning assigned thereto in Section 7(a) hereof. Restricted Security means any security except any such security that (i) has been registered pursuant to an effective registration statement under the Securities Act and sold in a manner contemplated by the Shelf Registration Statement, (ii) has been transferred in compliance with Rule 144 under the Securities Act (or any successor provision thereto) or is transferable pursuant to paragraph (k) of such Rule 144 (or any successor provision thereto) or (iii) has otherwise been transferred and a new security not subject to transfer restrictions under the Securities Act has been delivered by or on behalf of the Company. Securities means the shares of Common Stock issued to the Investor pursuant to the Securities Purchase Agreement. Securities Act means the United States Securities Act of 1933, as amended. Securities Purchase Agreement has the meaning assigned thereto in the preamble hereof. Shelf Registration means a registration effected pursuant to Section 2 hereof. Shelf Registration Statement means a shelf registration statement filed under the Securities Act providing for the registration of, and the sale on a continuous or delayed basis by the Holders of, all of the Registrable Securities pursuant to Rule 415 under the Securities Act and/or any similar rule that may be adopted by the Commission, filed by the Company pursuant to the

Definitions from Registration Rights Agreement

Cell Therapeutics, Inc., a corporation organized under the laws of the State of Washington (the Company), proposes to issue to the investors listed on Schedule I (the Investors) of the Exchange Agreement, dated April 24, 2006, by and among the Investors and the Company (the Exchange Agreement) and signatory hereto, its 7.5% Convertible Senior Notes due 2011 (the Securities) upon the terms and subject to the conditions set forth in such Exchange Agreement. As an inducement to the Initial Purchaser to enter into the Purchase Agreement and the Investors to enter into the Exchange Agreement and in satisfaction of conditions to the obligations of the Initial Purchaser and the Investors thereunder, the Company agrees with the Initial Purchaser and the Investors for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

Definitions. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Purchase Agreement. As used in this Registration Rights Agreement (this Agreement), the following defined terms shall have the following meanings: Additional Interest has the meaning assigned thereto in Section 8(a) hereof. Affiliate of any specified person means any other person which, directly or indirectly, is in control of, is controlled by, or is under common control with such specified person. For purposes of this definition, control of a person means the power, direct or indirect, to direct or cause the direction of the management and policies of such person whether by contract or otherwise; and the terms controlling and controlled have meanings correlative to the foregoing. Applicable Amount means, at the time of computation of any Additional Interest, (i) with respect to the Securities, the principal amount of the Securities then outstanding, and (ii) with respect to shares of Common Stock which have been issued upon conversion of the Securities pursuant to the Indenture and not sold by a Holder, the principal amount of Securities that was converted into such number of shares. Business Day means each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in the City of New York, State of New York are authorized or obligated by law or executive order to close. Commission means the United States Securities and Exchange Commission, or any other federal agency at the time administering the Exchange Act or the Securities Act, whichever is the relevant statute for the particular purpose. Common Stock means the Companys common stock, without par value. DTC means The Depository Trust Company. Effectiveness Period has the meaning assigned thereto in Section 2(b)(i) hereof. Effective Time means the time at which the Commission declares any Shelf Registration Statement effective or at which time any Shelf Registration Statement otherwise becomes effective. Equity Security has the meaning assigned thereto in Section 5 hereof. Exchange Act means the United States Securities Exchange Act of 1934, as amended. Holder means any person that is the record owner of Registrable Securities (and includes any person that has a beneficial interest in any Registrable Security in book-entry form). Indenture means the Indenture, dated as of or around April 27, 2006, by and between the Company and U.S. Bank National Association, pursuant to which the Securities are to be issued, and as amended and supplemented from time to time in accordance with its terms. Issue Date means the first date of original issuance of the Securities. Majority of Holders means Holders holding over fifty percent (50%) of the aggregate principal amount of Registrable Securities outstanding. Managing Underwriter has the meaning assigned thereto in Section 9 hereof. Notice and Questionnaire means a Notice of Registration Statement and Selling Securityholder Election and Questionnaire substantially in the form of Appendix A hereto. Notice Holder has the meaning assigned thereto in Section 3(a)(i) hereof. The term person means an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof. Prospectus means the prospectus included in any Shelf Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the Offering of any portion of the Registrable Securities covered by any Shelf Registration Statement and by all other amendments and supplements to such prospectus, including all material incorporated by reference in such prospectus and all documents filed after the date of such prospectus by the Company under the Securities Act or the Exchange Act and incorporated by reference therein. Registrable Securities means all or any portion of the Securities issued from time to time under the Indenture and the shares of Common Stock issuable upon conversion of the Securities, provided, however, that a security ceases to be a Registrable Security when it is no longer a Restricted Security. Restricted Security means any Security or share of Common Stock issuable upon conversion thereof except any such Security or share of Common Stock that (i) has been registered pursuant to an effective registration statement under the Securities Act and sold in a manner contemplated by the Shelf Registration Statement, (ii) has been transferred in compliance with Rule 144 under the Securities Act (or any successor provision thereto) or is transferable pursuant to paragraph (k) of such Rule 144 (or any successor provision thereto) or (iii) has otherwise been transferred and a new Security or share of Common Stock not subject to transfer restrictions under the Securities Act has been delivered by or on behalf of the Company in accordance with Section 2.6 of the Indenture. Registration Default has the

Definitions from Registration Rights Agreement

Cell Therapeutics, Inc., a corporation organized under the laws of the State of Washington (the Company), proposes to issue and sell to the initial purchaser (the Initial Purchaser) named in the Purchase Agreement, dated October 31, 2005, by and between the Initial Purchaser and the Company (the Purchase Agreement), its 6.75% Convertible Senior Notes due 2010 (the Securities) and warrants to purchase 350,000 shares of its Common Stock (the Warrant), upon the terms and subject to the conditions set forth in such Purchase Agreement. As an inducement to the Initial Purchaser to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Initial Purchaser thereunder, the Company agrees with the Initial Purchaser for the benefit of Holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

Definitions. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Purchase Agreement. As used in this Registration Rights Agreement (this Agreement), the following defined terms shall have the following meanings: Additional Interest has the meaning assigned thereto in Section 7(a) hereof. Affiliate of any specified person means any other person which, directly or indirectly, is in control of, is controlled by, or is under common control with such specified person. For purposes of this definition, control of a person means the power, direct or indirect, to direct or cause the direction of the management and policies of such person whether by contract or otherwise; and the terms controlling and controlled have meanings correlative to the foregoing. Applicable Amount means, at the time of computation of any Additional Interest, (i) with respect to the Securities, the principal amount of the Securities then outstanding, and (ii) with respect to shares of Common Stock which have been issued upon conversion of the Securities pursuant to the Indenture and not sold by a Holder, the principal amount of Securities that was converted into such number of shares. Business Day means each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in the City of New York, State of New York are authorized or obligated by law or executive order to close. Commission means the United States Securities and Exchange Commission, or any other federal agency at the time administering the Exchange Act or the Securities Act, whichever is the relevant statute for the particular purpose. Common Stock means the Companys common stock, without par value. DTC means The Depository Trust Company. Effectiveness Period has the meaning assigned thereto in Section 2(b)(i) hereof. Effective Time means the time at which the Commission declares any Shelf Registration Statement effective or at which time any Shelf Registration Statement otherwise becomes effective. Exchange Act means the United States Securities Exchange Act of 1934, as amended. Holder means any person that is the record owner of Registrable Securities (and includes any person that has a beneficial interest in any Registrable Security in book-entry form). Indenture means the Indenture, dated as of November 4, 2005, between the Company and U.S. Bank National Association, pursuant to which the Securities are to be issued, and as amended and supplemented from time to time in accordance with its terms. Issue Date means the first date of original issuance of the Securities. Majority of Holders means Holders holding over 50% of the aggregate principal amount of Registrable Securities outstanding. Notice and Questionnaire means a Notice of Registration Statement and Selling Securityholder Election and Questionnaire substantially in the form of Appendix A hereto. Notice Holder has the meaning assigned thereto in Section 3(a)(i) hereof. The term person means an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof. Prospectus means the prospectus included in any Shelf Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the Offering of any portion of the Registrable Securities covered by any Shelf Registration Statement and by all other amendments and supplements to such prospectus, including all material incorporated by reference in such prospectus and all documents filed after the date of such prospectus by the Company under the Securities Act or the Exchange Act and incorporated by reference therein. Registrable Securities means (a) the shares of Common Stock issuable upon exercise of the Warrants, and (b) all or any portion of the Securities issued from time to time under the Indenture and the shares of Common Stock issuable upon conversion of such Securities provided however that a security ceases to be a Registrable Security when it is no longer a Restricted Security. Restricted Security means any Security or share of Common Stock issuable upon conversion thereof except any such Security or share of Common Stock that (i) has been registered pursuant to an effective registration statement under the Securities Act and sold in a manner contemplated by the Shelf Registration Statement, (ii) has been transferred in compliance with Rule 144 under the Securities Act (or any successor provision thereto) or is transferable pursuant to paragraph (k) of such Rule 144 (or any successor provision thereto) or (iii) has otherwise been transferred and a new Security or share of Common Stock not subject to transfer restrictions under the Securities Act has been delivered by or on behalf of the Company in accordance with Article TEN of the Indenture. Registration Default has the meaning assigned thereto in Section 7(a) hereof. Securities Act means the United States Securities

Definitions from Registration Rights Agreement

Definitions. (a) Capitalized terms used herein without definition shall have the meanings ascribed to them in the Purchase Agreement. As used in this Agreement, the following defined terms shall have the following meanings: Additional Interest has the meaning assigned thereto in Section 7(a) hereof. Additional Shares has the meaning assigned thereto in Section 7(a) hereof. Affiliate of any specified person means any other person which, directly or indirectly, is in control of, is controlled by, or is under common control with such specified person. For purposes of this definition, control of a person means the power, direct or indirect, to direct or cause the direction of the management and policies of such person whether by contract or otherwise; and the terms controlling and controlled have meanings correlative to the foregoing. Applicable Amount means, (i) with respect to the Securities, the principal amount of the Securities and (ii) with respect to shares of Common Stock issued upon conversion of the Securities pursuant to the Indenture, the principal amount of Securities that would then be convertible into such number of shares. Business Day means each Monday, Tuesday, Wednesday, Thursday and Friday that is not a day on which banking institutions in The City of New York are authorized or obligated by law or executive order to close. Commission means the United States Securities and Exchange Commission, or any other federal agency at the time administering the Exchange Act or the Securities Act, whichever is the relevant statute for the particular purpose. Common Stock means the Companys common stock, par value $0.01 per share. DTC means The Depository Trust Company. Effectiveness Period has the meaning assigned thereto in Section 2(b) (i) hereof. Effective Time means the time at which the Commission declares any Shelf Registration Statement effective or at which any Shelf Registration Statement otherwise becomes effective. Exchange Act means the United States Securities Exchange Act of 1934, as amended. Holder means any person that is the record owner of Registrable Securities (and includes any person that has a beneficial interest in any Registrable Security in book-entry form). Indenture means the Indenture, dated as of January 20, 2004, between the Company and The Bank of New York, pursuant to which the Securities are to be issued, and as amended and supplemented from time to time in accordance with its terms. Issue Date means the first date of original issuance of the Securities. Majority of Holders means Holders holding over 50% of the aggregate principal amount of Registrable Securities outstanding. Notice and Questionnaire means a Notice of Registration Statement and Selling Securityholder Election and Questionnaire substantially in the form of Appendix A hereto. Notice Holder has the meaning assigned thereto in Section 3(a)(i) hereof. The term person means an individual, partnership, limited liability company, corporation, trust or unincorporated organization, or a government or agency or political subdivision thereof. Prospectus means the prospectus included in any Shelf Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the offering of any portion of the Registrable Securities covered by any Shelf Registration Statement and by all other amendments and supplements to such prospectus, including all material incorporated by reference in such prospectus and all documents filed after the date of such prospectus by the Company under the Exchange Act and incorporated by reference therein. Registrable Securities means all or any portion of the Securities issued from time to time under the Indenture in registered form and the shares of Common Stock issuable upon conversion of such Securities until the earliest of: (x) the date on which such security has been registered under the Securities Act and disposed of pursuant to an effective registration statement, (y) the date that is two years after the later of (1) the last date of original issuance of the Securities and (2) the last date that the Company or any of its Affiliates was the owner of such Securities (or any predecessor thereto), or such shorter period of time as permitted by Rule 144(k) (or any successor rule or regulation) under the Securities Act or any successor provisions thereunder or (z) its sale to the public pursuant to Rule 144 (or any successor rule or regulation) under the Securities Act. Registration Default has the meaning assigned thereto in Section 7(a) hereof. Securities Act means the United States Securities Act of 1933, as amended. Shelf Registration means a registration effected pursuant to Section 2 hereof. Shelf Registration Statement means a shelf registration statement filed under the Securities Act providing for the registration of, and the sale on a continuous or delayed basis by the Holders of, all of the Registrable Securities pursuant to Rule 415 under the Securities Act