0001193125-11-119423 Sample Contracts

—] Shares Hercules Technology Growth Capital, Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • May 2nd, 2011 • Hercules Technology Growth Capital Inc • New York

Hercules Technology Growth Capital, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to [—] (the “Representatives”), along with the several Underwriters named in Schedule I hereto (each, an “Underwriter” and, collectively the “Underwriters”) an aggregate of [—] shares of common stock, par value $0.001 per share, of the Company (the “Firm Shares”).

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