0001104659-08-010219 Sample Contracts

VERTEX PHARMACEUTICALS INCORPORATED (a Massachusetts corporation) 4.75% Convertible Senior Subordinated Notes due 2013 UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2008 • Vertex Pharmaceuticals Inc / Ma • Pharmaceutical preparations • New York

* Lock-up agreements for these individuals contain an exception for sales under existing 10b5-1 trading plans (as such term is defined in the lock-up agreements).

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VERTEX PHARMACEUTICALS INCORPORATED (a Massachusetts corporation) 6,000,000 Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2008 • Vertex Pharmaceuticals Inc / Ma • Pharmaceutical preparations • New York

* Lock-up agreements for these individuals contain an exception for sales under existing 10b5-1 trading plans (as such term is defined in the lock-up agreements).

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