Magnolia Ventures Inc Sample Contracts

Ap Henderson Group – LETTER OF INTENT (September 1st, 2005)

EXHIBIT 10 AP HENDERSON GROUP www.aphenderson.com ------------------- August 26, 2005 Raymond L. Robin CEO Slide View Corporation 3155 East Patrick Lane o Suite 1 Las Vegas, NV 89120-3481 Dear Mr. Robin: LETTER OF INTENT AP HENDERSON GROUP, ("AP HENDERSON OR THE COMPANY") A NEVADA CORPORATION, AND SLIDE VIEW CORPORATION (" NEW SLIDE VIEW"), A NEVADA CORPORATION, HEREBY ENTER INTO THIS LETTER OF INTENT TO Set forth the substance of the agreements and agreements-in-principle we reached in relation to a proposed sale of assets from AP Henderson `s wholly owned subsidiary to the New Slide View with a contemplated distribution of registered stock of New Slide View to the shareholders of AP Henderson. AP Henderson seeks to consummate the transactions described in this Letter

Ap Henderson Group – AP HENDERSON GROUP ANNOUNCES LETTER OF INTENT WITH NEW (September 1st, 2005)

EXHIBIT 99 AP HENDERSON GROUP ANNOUNCES LETTER OF INTENT WITH NEW SLIDEVIEW CORPORATION AP Henderson Group (APHG.PK) has entered into a Letter of Intent with the new Slideview Corporation ("Slideview Corporation"), of Nevada to commercialize the Slideview patents currently held by AP Henderson's wholly owned subsidiary, Slideview Corp. of Oklahoma Slideview Corp.). Slideview Corp.'s patents create an innovative multi-screen laptop notebook Computer screen design called "X-PANELS"(TM). The targeted closing date for the transaction is September 30th 2005. Under the Letter of Intent, Slideview Corporation will purchase the Slideview Corp. patents in consideration of Slideview Corporation's stock and warrants. Each current shareholder of AP Henderson will be entitled to receive on a pro rata basis one share of the voting common stock of Slideview Corporation for each voting common share of AP Henderson owned at the time of the closing of the

Ap Henderson Group – STOCK PURCHASE AGREEMENT (December 22nd, 2004)

EXHIBIT 10.1 -------------------------------------------------------------------------------- STOCK PURCHASE AGREEMENT BETWEEN AP HENDERSON GROUP AND SEASIDE INVESTMENTS PLC --------------------------- AUGUST 13, 2004 --------------------------- -------------------------------------------------------------------------------- TABLE OF CONTENTS ARTICLE I CERTAIN DEFINITIONS...........................................................................1 1.1 Certain Definitions.............................................................................1 ARTICLE II PURCHASE AND SALE

Ap Henderson Group – ACQUISITION AGREEMENT (April 19th, 2004)

EXHIBIT 2.1 ACQUISITION AGREEMENT Party A: AP Henderson Group Address: 600 Wilshire Blvd, Suite 1252, Los Angeles, California, USA, Zip code: 90017 Telephone: 213-538-1203 Party B: Hyundai MultiCAV Computer Shanghai Co., LTD. Address: No. 1899 Lian You Road, Shanghai, China Telephone: 86-21-6296-6679-85 AP Henderson Group (herein referred to as "Party A"), Hyundai MultiCAV Computer Shanghai Co., LTD., (herein refereed to as "Party B"), based on the principles of freewill, equality and honesty, signed this Acquisition Agreement on April 5, 2004. One The two parties in this Agreement agree to that Party A shall issue 51 million shares of the common stock of AP Henderson Group, to acquire all of the capital stock owned by the enti

Ap Henderson Group – AGREEMENT AND PLAN OF MERGER (January 21st, 2004)

EXHIBIT 99.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG AP HENDERSON GROUP, SLIDE VIEW MERGER CORP., AND SLIDE VIEW CORP. JANUARY 20, 2004 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT is dated as of January 20, 2004, by and among AP Henderson Group, a Nevada corporation ("PARENT"), Slide View Merger Corp., an Oklahoma corporation and wholly-owned subsidiary of Parent ("MERGER SUBSIDIARY"), and Slide View Corp., an Oklahoma corporation (the "COMPANY"). WHEREAS, the Company is in the business of developing peripheral computer hardware technologies (the "BUSINESS"); and WHEREAS, the Boards of Directors of Parent, Merger Su

Ap Henderson Group – NEWS RELEASE (January 21st, 2004)

Exhibit 99.2 NEWS RELEASE FOR IMMEDIATE RELEASE AP HENDERSON GROUP PREPARES TO OFFER ADVANCED COMPUTER HARDWARE TECHNOLOGY LOS ANGELES, CA - (Wire Service) - January 21, 2004 - AP Henderson Group (OTCBB:APHG) today announced it has acquired Slide View Corp., a development stage computer technology research and solution development firm headquartered in Tustin, California. Slide View has developed a proprietary product concept, called X-PANELS(TM), that is intended to offer multiple view screen capability to all laptop computers equipped with a standard multi-tasking operating system - both for existing owner/users and OEM manufacturers. While "multiple display" capability is routinely offered with software and systems such as WINDOWS, MACINTOSH, UNIX and LINUX - allowing a single computer to simultaneously feed two or more

Ap Henderson Group – RESCISSION AGREEMENT (January 14th, 2004)

EXHIBIT 99.1 RESCISSION AGREEMENT THIS RESCISSION AGREEMENT ("Agreement") is entered into on December 31, 2003 by and between AP HENDERSON GROUP, a Nevada corporation ("AP Henderson"), and RICHARD HENRY ("Mr. Henry"). R E C I T A L S --------------- A. On January 15, 2003, AP Henderson and Mr. Henry entered into that certain Purchase Agreement ("Purchase Agreement") dated January 15, 2003 pursuant to which Mr. Henry transferred to AP Henderson 10,000 shares ("AP Ventures Shares") of the common stock of AP Ventures, a Nevada corporation ("AP Ventures"), in exchange for AP Henderson's issuance of 5,625,000 shares ("AP Henderson Shares") of common stock of AP Henderson to Mr. Henry (such transaction referred to herein as the "Reorganization"). B. AP Ventures was organized on December 31, 2002 for the purpose of acquiring all of the capital shares of Jingbo Chem

Magnolia Ventures Inc – SECURITIES PURCHASE AGREEMENT (January 30th, 2003)

EXHIBIT 2.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT ("Agreement") is entered into on January 15, 2003 by and between MAGNOLIA VENTURES, INC., a Nevada corporation ("Magnolia"), and RICHARD HENRY ("Selling Stockholder"), the sole stockholder of AP HENDERSON GROUP, a Nevada corporation ("AP Henderson"). R E C I T A L S A. Magnolia has authorized capital stock consisting of 25,000,000 shares of common stock, $.001 par value ("Magnolia Common Stock"), of which 21,000,000 shares are issued and outstanding, and 10,000,000 shares of blank check preferred stock, $.01 par value, none of which is outstanding. B. AP Henderson has an authorized capitalization consisting of 5,000,000 shares common stock, $.001 par value ("AP Henderson Common Stock"), of which 10,000 shares ("AP He