0000912282-08-000634 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • May 2nd, 2008 • Us Geothermal Inc • Electric services • British Columbia

We understand that U.S. Geothermal Inc. (the “Corporation”) proposes to issue and sell 4,260,000 Units, each Unit consisting of one share of common stock par value US $0.001 (the “Shares”) and one-half of one Warrant (as defined below). Each whole common share purchase warrant (a “Warrant”) will entitle the holder thereof to acquire one share of common stock par value US$0.001 (the “Warrant Shares”) at any time after the date of issue until 4:00 p.m. (Vancouver time) on the date that is 24 months following the Closing Date (as defined below) for US$3.00 per Warrant Share.

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