0001144204-07-030100 Sample Contracts

Shares of Common Stock RESPONSE GENETICS, INC. UNDERWRITING AGREEMENT June [ ], 2007
Underwriting Agreement • June 4th, 2007 • Response Genetics Inc • In vitro & in vivo diagnostic substances • New York

The undersigned hereby further agrees that, without the prior written consent of the Representative, which consent shall not be unreasonably withheld, during the Lock-Up Period the undersigned will not: (x) file or participate in the filing with the Securities and Exchange Commission of any registration statement, or circulate or participate in the circulation of any preliminary or final prospectus or other disclosure document with respect to any proposed offering or sale of a Relevant Security and (y) exercise any rights the undersigned may have to require registration with the Securities and Exchange Commission of any proposed offering or sale of a Relevant Security.

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