0001193125-04-055207 Sample Contracts

10,000,000 Shares SIRF TECHNOLOGY HOLDINGS, INC. COMMON STOCK, $0.0001 PAR VALUE UNDERWRITING AGREEMENT
Underwriting Agreement • April 1st, 2004 • Sirf Technology Holdings Inc • Semiconductors & related devices • New York

The undersigned understands that Morgan Stanley & Co. Incorporated (“Morgan Stanley”) proposes to enter into an Underwriting Agreement (the “Underwriting Agreement”) with SiRF Technology Holdings, Inc., a Delaware corporation (the “Company”), providing for the initial public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley (the “Underwriters”), of the Common Stock, $0.0001 par value per share, of the Company (the “Common Stock”).

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