0001104659-09-056214 Sample Contracts

Underwriting Agreement
Underwriting Agreement • September 25th, 2009 • Incyte Corp • Services-commercial physical & biological research • New York

Incyte Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 18,000,000 shares (the “Firm Securities”) and, at the election of the Underwriters, up to 2,700,000 additional shares (the “Optional Securities”) of Common Stock, $.001 par value per share (“Stock”) of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Securities”).

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