TALIERA CORPORTION UNDERWRITING AGREEMENTUnderwriting Agreement • July 28th, 2006 • Taliera CORP • New York
The undersigned, Taliera Corporation, a Delaware corporation ("Company"), hereby confirms its agreement with Morgan Joseph & Co. Inc. (being referred to herein variously as "you," "MJ" or the "Representative") and with the other underwriters named on Schedule I hereto for which MJ is acting as Representative (the Representative and the other Underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:
SELECTED DEALERS AGREEMENTSelected Dealers Agreement • July 28th, 2006 • Taliera CORP • New York
SUBSCRIPTION AGREEMENTSubscription Agreement • July 28th, 2006 • Taliera CORP • Delaware
The undersigned hereby subscribes for and agrees to purchase 1,818,750 shares of common stock (collectively, the "Shares") of Taliera Corporation, a Delaware corporation (the "Company"), at a price of $0.013745 per Share for an aggregate purchase price of $25,000 (the "Purchase Price") on the terms and conditions hereinafter set forth.
