China Voice Holding Corp. Sample Contracts

AGREEMENT
Agreement • August 6th, 2008 • China Voice Holding Corp.
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RECITALS:
Agreement and Plan of Reorganization • August 6th, 2008 • China Voice Holding Corp. • New York
AGREEMENT
Agreement • August 6th, 2008 • China Voice Holding Corp.
PREAMBLE
Agreement and Plan of Merger and Reorganization • August 6th, 2008 • China Voice Holding Corp. • Florida
AGREEMENT
Agreement • August 6th, 2008 • China Voice Holding Corp. • Florida
AGREEMENT AND PLAN OF MERGER BY AND AMONG Flint Telecom Group, Inc., Flint Acquisition Corps. (A-E), China Voice Holding Corp. AND StarCom Alliance Inc, Dial-Tone Communication Inc, and Phone House Inc. (Florida) DATED AS OF JANUARY 29, 2009
Agreement and Plan of Merger • February 4th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus • Florida

This Agreement and Plan of Merger and Reorganization made this date by and between Flint Telecom Group Inc., a Nevada Corporation (“PARENT”), Flint Acquisition Corps. (A-E), and/or assigns, each a wholly-owned subsidiary of Parent and a Florida Corporation, (“MERGER SUBS”), CVC Int’l Inc. a Florida Corporation (“CVC”), Phone House Inc, a California Corporation (“PHC”), Cable and Voice Corporation, A Florida Corporation (“C&V”), StarCom Alliance Inc, a Florida Corporation (“SCA”), Dial-Tone Communication Inc, A Florida Corporation (“DTC”), and Phone House Inc, a Florida Corporation (“PHF”), each a wholly-owned subsidiary of CHVC and collectively referred to as the “Targets”; and China Voice Holding Corp., A Nevada Corporation (“CHVC” or “Shareholder”). Parent, Merger Subs, Targets, and Shareholder are referred to collectively herein as the “Parties.”

FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT BETWEEN FLINT TELECOM GROUP, INC. AND CHINA VOICE HOLDING CORP.
Stock Purchase Agreement • April 30th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus

This FIRST AMENDMENT dated April 24, 2009 is to delete and modify certain terms and conditions to that certain Stock Purchase Agreement (the “Agreement”) by and between Flint Telecom Group, Inc. (“Flint”) and China Voice Holding Corp., A Nevada Corporation (“CHVC”) dated January 29, 2009.

FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER BETWEEN FLINT TELECOM GROUP, INC., FLINT ACQUISITION CORPS. (A-E), CHINA VOICE HOLDING CORP., CVC INT’L INC., PHONE HOUSE INC (OF CALIFORNIA), CABLE AND VOICE CORPORATION, STARCOM ALLIANCE INC, DIAL-TONE...
Agreement and Plan of Merger • April 30th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus

This FIRST AMENDMENT dated April 24, 2009 is to delete and modify certain terms and conditions to that certain Agreement and Plan of Merger (the “Agreement”) by and between Flint Telecom Group, Inc. (“Flint”), Flint Acquisition Corps. (A-E), and/or assigns, each a wholly-owned subsidiary of Parent and a Florida Corporation, ("MERGER SUBS"), CVC Int’l Inc. a Florida Corporation (“CVC”), Phone House Inc, a California Corporation ("PHC"), Cable and Voice Corporation, A Florida Corporation (“C&V”), StarCom Alliance Inc, a Florida Corporation (“SCA”), Dial-Tone Communication Inc, A Florida Corporation (“DTC”), and Phone House of Florida Inc, a Florida Corporation (“PHF”), each a wholly-owned subsidiary of CHVC and collectively referred to as the “Targets”; and China Voice Holding Corp., A Nevada Corporation (“CHVC”) dated January 29, 2009.

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 4th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus • Florida

This Stock Purchase Agreement (“Agreement”) made this date by and between CHINA VOICE HOLDING CORP., a Nevada corporation (“CHVC”) and FLINT TELECOM GROUP, INC., a Nevada corporation (“Purchaser”).

SECURITY AGREEMENT
Security Agreement • April 30th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus

THIS SECURITY AGREEMENT is made and entered into by and between Flint Telecom Group, Inc., a Nevada Corporation (“Debtor”), and CHINA VOICE HOLDING CORP., a Nevada Corporation, (“Secured Party”).

SECURITY AGREEMENT
Security Agreement • February 4th, 2009 • China Voice Holding Corp. • Telephone & telegraph apparatus

THIS SECURITY AGREEMENT is made and entered into by and between Flint Telecom Group, Inc., a Nevada Corporation (“Debtor”), and CHINA VOICE HOLDING CORP., a Nevada Corporation, (“Secured Party”).

PREAMBLE
Agreement and Plan of Merger and Reorganization • August 6th, 2008 • China Voice Holding Corp. • Florida
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