0001104659-07-047998 Sample Contracts

ARQULE, INC. 7,000,000 Shares Common Stock ($0.01 par value per Share) UNDERWRITING AGREEMENT
Underwriting Agreement • June 15th, 2007 • Arqule Inc • Pharmaceutical preparations • New York

Each of the undersigned, Stephen A. Hill, President and Chief Executive Officer of ArQule, Inc., a Delaware corporation (the “Company”), and Richard H. Woodrich, Acting Chief Financial Officer of the Company, on behalf of the Company, does hereby certify pursuant to Section 6(j) of that certain Underwriting Agreement dated June 13, 2007 (the “Underwriting Agreement”) between the Company and, on behalf of the several Underwriters named therein, UBS Securities LLC, CIBC World Markets Corp, Leerink Swann & Co., Inc., Fortis Securities LLC and Rodman & Renshaw, LLC, that as of [date]:

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