0001144204-05-040773 Sample Contracts

Share Exchange Agreement
Share Exchange Agreement • December 22nd, 2005 • Yarraman Winery, Inc. • Non-operating establishments • New York

This Share Exchange Agreement, dated as of December 22, 2005, is made by and among Yarraman Winery, Inc., a Nevada corporation formerly named Dazzling Investments, Inc. (the “Acquiror Company”), each of the Persons listed on Exhibit A hereto (collectively, the “Acquiror Company Shareholders”, and individually an “Acquiror Company Shareholder”), each of the Persons listed on Exhibit B hereto (collectively, the “Shareholders”, and individually a “Shareholder”), Delta Dawn Pty Ltd., a company incorporated in Australia (the “Trustee”), as Trustee of the Yarraman Road Trust (the “Trust”), and Yarraman Estate Pty Ltd., a company incorporated in Australia (the “Company”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 22nd, 2005 • Yarraman Winery, Inc. • Non-operating establishments • New York

Stock Purchase Agreement, dated December 22, 2005, between Yarraman Winery, Inc., a Nevada corporation having its business address at 6767 W. Tropicana Ave., Suite 207, Las Vegas, NV 89103 (the “Company”) and the investors listed on Exhibit A attached hereto (the “Purchasers”).

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