SUBSCRIPTION AGREEMENTSubscription Agreement • August 22nd, 2006 • Foldera, Inc • Wholesale-misc durable goods • California
This Subscription Agreement (this “Agreement”) is being delivered to you in connection with your investment in Foldera, Inc. (the “Company”). Brookstreet Securities Corporation (the “Placement Agent”) shall serve as the placement agent of the Company in conducting a private placement (the “Offering”) of up to $45,000,000 in shares of common stock (the “Shares” or the “Common Stock”), at a purchase price of $2.25 per share and, for every two Shares purchased, a three-year warrant (the “Warrant” and, together with the Shares, the “Securities”) to purchase one share of Common Stock at a price equal to 110% of the average closing bid price of the Common Stock for the five consecutive trading days prior to the initial closing of the Offering, plus an over-subscription right for an additional $6,750,000 in Securities. All funds received in the Offering shall be held by a chartered banking institution (the “Escrow Agent”) and, upon fulfillment of the conditions precedent set forth herein, sha
