Frefax Inc Sample Contracts

Bio Tracking Security Inc – SHARE EXCHANGE AGREEMENT NO. 1 (June 5th, 2006)

EXHIBIT 2. 1 SHARE EXCHANGE AGREEMENT NO. 1 City:Moscow Closed Joint-Stock Company North West Oil Group, hereinafter referred to as the "Party 1". Represented by President Ernest Gurgenovich Malyshev acting on the basis of the Articles of Association, and company Nord Oil International Inc., hereinafter referred to as the "Party 2", re[resented by President Viacheslav Leonidovich Makarov acting on the basis of the Articles of Association, have concluded this Agreement as follows: 1. CONTRACTUAL SUBJECT 1.1 Party 1 exchanges one hundred per cent (100%) shares of the capital stock in Limited Liability Company North-West Oil Group Saratov with the face value of ten thousand (10,000.00) Rubles, of which Party 1 is the owner, hereinafter referred to as the NWOG Saratov and NGEC Shares, and one hundred per cent (100%) shares of the capital stock in Limited Liability Company

Bio Tracking Security Inc – SHARE EXCHANGE AGREEMENT NO. 1 (June 5th, 2006)

EXHIBIT 2. 1 SHARE EXCHANGE AGREEMENT NO. 1 City:Moscow Closed Joint-Stock Company North West Oil Group, hereinafter referred to as the "Party 1". Represented by President Ernest Gurgenovich Malyshev acting on the basis of the Articles of Association, and company Nord Oil International Inc., hereinafter referred to as the "Party 2", re[resented by President Viacheslav Leonidovich Makarov acting on the basis of the Articles of Association, have concluded this Agreement as follows: 1. CONTRACTUAL SUBJECT 1.1 Party 1 exchanges one hundred per cent (100%) shares of the capital stock in Limited Liability Company North-West Oil Group Saratov with the face value of ten thousand (10,000.00) Rubles, of which Party 1 is the owner, hereinafter referred to as the NWOG Saratov and NGEC Shares, and one hundred per cent (100%) shares of the capital stock in Limited Liability Company

Bio Tracking Security Inc – 2006 STOCK OPTION PLAN (March 23rd, 2006)

Exhibit 4.1 -------------------------------------- NORD OIL INTERNATIONAL, INC. 2006 STOCK OPTION PLAN -------------------------------------- 1. Purpose. The purpose of this Plan is to advance the interests of Nord Oil International, Inc., a Florida corporation (the "Company"), by providing an additional incentive to attract, retain and motivate highly qualified and competent persons who are key to the Company, including key employees, consultants, independent contractors, Officers and Directors, and upon whose efforts and judgment the success of the Company and its Subsidiaries is largely dependent, by authorizing the grant of options to purchase Common Stock of the Company and other related benefits to persons who are eligible to participate hereunder, thereby encouraging stock ownership in the Company by such persons, all upon and subject to the terms and conditions of this Pl

Bio Tracking Security Inc – SHARE EXCHANGE AGREEMENT (June 28th, 2005)

THIS SHARE EXCHANGE AGREEMENT (this “Agreement”), effective as of June 2 2005, (the "Effective Date"), is entered into by and between the shareholders of the Nord Oil (“NORD”), as listed on Exhibit A hereto (the “Shareholders”) and Bio-Tracking Security Inc., a Florida corporation (“BIO-TRACKING”).

Bio Tracking Security Inc – BIO-TRACKING SIGNS LETTER OF INTENT TO ACQUIRE NORD OIL. (June 3rd, 2005)

Montreal, June 2, 2005 – Bio-Tracking Security Inc. (Pinksheets: BTSI) announced today that further to favorable results in the preliminary review of the properties and assets, management recommended to the board of directors to proceed with the acquisition and the company signed a letter of intent to acquire Nord Oil Corporation with two oil properties and its complete storage facilities.

China Xin Network Media Corp – Re: Resignation Letter (November 5th, 2002)

Exhibit 99.2 October 25 2002 China Xin Network Media Corporation C/o Mr. George Lee Chairman 3767 Thimens Blvd Suite 226 Saint Laurent, Quebec H4R 1W4 Re: Resignation Letter Gentlemen: This will serve notice of my irrevocable resignation as officer and director of the corporation and all its subsidiaries including but not limited to China Xin Network (Canada) inc. to take effect immediately. Kindly insure that this resignation is recorded in the books and corporate records of the corporation and that it is registered with the appropriate government agencies. Yours truly, /s/ JEAN-FRANCOIS AMYOT ----------------------- Jean-Francois Amyot

China Xin Network Media Corp – CONSULTING AGREEMENT (July 3rd, 2002)

Exhibit 4.1 CONSULTING AGREEMENT AGREEMENT made this 2nd day of July, 2002, between CHINA XIN NETWORK MEDIA CORP. ("CXN"), having a principal place of business located at 3767 Thimens Blvd., Ste. 226, Saint-Laurent, Quebec H4R 1W4, and MENG LIN LEE ("LEE"), having a principal residence at 105 Section 2 Chien Kuo South Road, 11th Floor, Taipei, Taiwan, Republic of China. RECITALS: A. LEE is a businessman operating from Taiwan and Greater China, and B. CXN desires to retain LEE as Executive Vice-President, Asian Operations for CXN. NOW THEREFORE, in consideration of their mutual promises made herein, and for other good and valuable consideration, receipt of which is hereby acknowledged by each party, the parties, intending to be legally bound, hereby agree as follows: I. Rec

China Xin Network Media Corp – CONSULTING AGREEMENT (May 1st, 2002)

Exhibit 4.1 CONSULTING AGREEMENT AGREEMENT made this 1st day of February, 2002, between China Xin Network Media Corp. ("CXN"), having a principal place of business located at 1255 Peel Street, Ste. 550, Montreal, Quebec H3B2T9, and Viateur Gagnon ("CONSULTANT"). RECITALS: A. CONSULTANT is engaged in the business of Internet consulting services; and B. CXN desires to retain Consultant for the above purpose as well as other consulting services; and C. The parties wish to reduce their agreement to writing. NOW THEREFORE, in consideration of their mutual promises made herein, and for other good and valuable consideration, receipt of which is hereby acknowledged by each party, the parties, intending to be legally bound, hereby agree follows: I. Recitals The parties agree

Frefax Inc – THE PURCHASE AND SALE AGREEMENT (November 28th, 2001)

AGREEMENTTO EXTEND CLOSING REGARDING THE ACQUISITION AGREEMENT AND THE PURCHASE AND SALE AGREEMENT Whereas the parties have entered into an Acquisition Agreement and Purchase and Sale Agreement (referred to as the Agreements); Whereas in accordance with the said Agreements the closing date was scheduled for November 8th, 2001 or sooner unless extended by written mutual agreement; Whereas the parties have by mutual consent agreed to extend the closing until November 13th, 2001; Whereas the extended closing date shall be applicable for the execution of all documentation relating to the said acqusisiton; The parties have signed on this 8th day of November,2001. "FFAX" Frefax Inc. A Florida corporation By: /s/ Anthony Papa ---------------- Name: Anthony Papa Title: President & Chief Executive Officer "CXNC" CHINA XIN NETWORK (CANADA) INC. A Canadian corporation By: /s/ Jean-Francois Amyot

Frefax Inc – ACQUISITION AGREEMENT (November 28th, 2001)

ACQUISITION AGREEMENT BY AND BETWEEN FREFAX, INC., a Florida corporation and CHINA XIN NETWORK (CANADA) INC., a federally chartered Canadian corporation. As of November 8, 2001 (Closing Date of November 8, 2001) ACQUISITION AGREEMENT ACQUISITION AGREEMENT ("Agreement"), is made this eighth (8) day of October, 2001, by, between and among Frefax, Inc., a Florida corporation ("FFAX") and China Xin Network (Canada), Inc., a federally chartered Canadian corporation. ("CXNC"), each herein sometimes being referred to individually as a "party" and collectively as the "parties," with regard to the following facts: R E