0001137050-07-000181 Sample Contracts

AGREEMENT FOR SHARE EXCHANGE
Agreement for Share Exchange • September 5th, 2007 • China Ruitai International Holdings Co., Ltd. • Blank checks • Delaware

THIS AGREEMENT FOR SHARE EXCHANGE (this “Agreement”) is dated as of the 29th day of August 2007, by and among China RuiTai International Holdings Co., Ltd., a Delaware corporation (“China RuiTai”), and Pacific Capital Group Co. Ltd., a Republic of Vanuatu corporation (“Pacific Capital Group”), and the Shareholders of Pacific Capital Group listed in Exhibit A who execute this Agreement (the “Shareholders”) (collectively referred to as the “Parties”).

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