Standard Contracts
CELL GENESYS, INC. 4,250,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • March 17th, 2004 • Cell Genesys Inc • Pharmaceutical preparations • New York
Cell Genesys, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 4,250,000 shares of Common Stock, par value $ 0.001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 637,500 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase Series A Participating Preferred Stock. The Rights are to be issued pursuant to that certain Amended and Restated Preferred Shares Rights Agreement, dated as of July 26, 2000 between the Comp
