SHARE EXCHANGE AGREEMENTShare Exchange Agreement • August 6th, 2009 • Ableauctions Com Inc • Services-business services, nec • California
This Share Exchange Agreement, dated as of July 17, 2009 (this “Agreement”), is made and entered into by and among Top Favour Limited, an international business company incorporated in the British Virgin Islands (“Top Favour”), and the shareholders of Top Favour (“Top Favour Shareholders”) listed on the Signature Pages for Top Favour Shareholders that are attached hereto, on the one hand; and Ableauctions.com, Inc., a Florida corporation (“Ableauctions”), and the shareholders or noteholders of Ableauctions listed on the signature page for Ableauctions Shareholders that is attached hereto (the “Ableauctions Shareholders”), on the other hand.
VOTING AGREEMENTVoting Agreement • August 6th, 2009 • Ableauctions Com Inc • Services-business services, nec • California
This VOTING AGREEMENT, dated as of this 17th day of July, 2009 (“Agreement”), is entered into by and among Top Favour Limited, a company organized under the laws of British Virgin Islands (“Top Favour”), and each of the other persons whose signature appears under the caption “Shareholders” on the signature page hereof. Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Exchange Agreement as defined below.
