0000950134-07-024468 Sample Contracts

•] Shares ARCSIGHT, INC. COMMON STOCK, PAR VALUE $0.00001 PER SHARE UNDERWRITING AGREEMENT
Underwriting Agreement • November 23rd, 2007 • ArcSight Inc • Services-prepackaged software • New York

The undersigned understands that Morgan Stanley & Co. Incorporated (“Morgan Stanley”) and Lehman Brothers Inc. (together, the “Managers”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with ArcSight, Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including the Managers (the “Underwriters”), of a number of shares (the “Shares”) of the common stock, par value $0.00001 per share of the Company (the “Common Stock”).

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ArcSight, Inc. (the “Company”) Subscription Agreement
Subscription Agreement • November 23rd, 2007 • ArcSight Inc • Services-prepackaged software
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