Qingdao Footwear, Inc. Sample Contracts

DATONE, INC. FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT
Director and Officer Indemnification Agreement • February 12th, 2010 • Datone, Inc • Communications services, nec • Delaware

This Director and Officer Indemnification Agreement, dated as of February __, 2010 (this “Agreement”), is made by and between Datone, Inc., a Delaware corporation (the “Company”), and ____________ (the “Indemnitee”).

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QINGDAO FOOTWEAR, INC. WARRANT AGREEMENT
Warrant Agreement • August 3rd, 2010 • Qingdao Footwear, Inc. • Footwear, (no rubber) • Virginia

Qingdao Footwear, Inc., a Delaware company (the “Company”), agrees to issue and sell to you a warrant (the “Warrant”) to purchase the number of shares of common stock of the Company set forth herein, subject to the terms and conditions contained herein.

QINGDAO FOOTWEAR, INC. (a Delaware company) Minimum Offering: 833,333 Shares of Common Stock Maximum Offering: 1,000,000 Shares of Common Stock ($_____ per share) UNDERWRITING AGREEMENT
Underwriting Agreement • August 3rd, 2010 • Qingdao Footwear, Inc. • Footwear, (no rubber) • Virginia

The undersigned, Qingdao Footwear, Inc., a Delaware company (the “Company”), hereby confirms its agreement with you as follows:

Tax Liability Agreement
Tax Liability Agreement • August 3rd, 2010 • Qingdao Footwear, Inc. • Footwear, (no rubber)

Party A and Party B after friendly negotiation have agreed that Party B will be responsible for Party A’s all tax payable from Dec 29th 2006 to Dec 28th 2007.

FORM OF ESCROW AGREEMENT
Escrow Agreement • May 5th, 2011 • Qingdao Footwear, Inc. • Footwear, (no rubber) • Virginia

This Escrow Agreement is made and entered into as of the ___ day of _________, 2010, by and among ANDERSON & STRUDWICK, INCORPORATED, a Virginia corporation (the “Underwriter”), QINGDAO FOOTWEAR, INC., a Delaware company (the “Company”) and SUNTRUST BANK (the “Escrow Agent”).

AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONS
Transfer and Assumption Agreement • February 12th, 2010 • Datone, Inc • Communications services, nec • Nevada

This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of February __, 2010, by Datone, Inc., a Delaware corporation (“Assignor”), and DT Communications, Inc., a Delaware corporation and a wholly-owned subsidiary of Assignor (“Assignee”).

Qingdao Footwear Co., Ltd Distributor Contract
Distributor Contract • February 12th, 2010 • Datone, Inc • Communications services, nec

According to relevant provisions of the Chinese People's Republic of contract law, upon an equal footing, both Party A and Party B have agreed and reached the following agreements, in the implementation of the agreement process, both parties should strictly abide by the agreement.

Purchase contract
Purchase Agreement • February 12th, 2010 • Datone, Inc • Communications services, nec

In consideration of the mutual promises contained and intending to be PRC law legally bound hereby, the parties agree to enter the contract.

Lock-Up Agreement
Lock-Up Agreement • May 21st, 2010 • Datone, Inc • Footwear, (no rubber)
Agreement Party A: Honguan Shoe Co. Party B: Wang Tao Hereby Party A actual asset Both parties are friendly agreed that regarding party B assets:
Asset Transfer Agreement • February 12th, 2010 • Datone, Inc • Communications services, nec
SHARE PURCHASE AGREEMENT AND SHARE EXCHANGE by and among Datone, Inc. a Delaware corporation and Glory Reach International, Inc. a Hong Kong Corporation and the Shareholders of Glory Reach International, Inc. and Greenwich Holdings LLC a New York...
Share Purchase Agreement • February 12th, 2010 • Datone, Inc • Communications services, nec • Delaware

THIS SHARE EXCHANGE AGREEMENT (hereinafter referred to as this “Agreement”) is entered into as of this 12th day of February, 2010, by and between Datone, Inc., a Delaware corporation (hereinafter referred to as “Datone”) and Glory Reach International Ltd. a Hong Kong company (hereinafter referred to as “Glory Reach”), Greenwich Holdings LLC (“Greenwich”), Qingdao Hongguan Shoes Co. Ltd (“Hongguan”) and the shareholders of Glory Reach (the “Glory Reach Shareholders”), upon the following premises:

Entrustment Agreement
Entrustment Agreement • August 3rd, 2010 • Qingdao Footwear, Inc. • Footwear, (no rubber)

THIS ENTRUSTMENT AGREEMENT (this “Agreement”) is made on July 12, 2010 by and between 石仁焕, a Korean passport holder (the “Party A”), and WANG, Tao, a PRC citizen (the “Party B”).

ESCROW AGREEMENT
Escrow Agreement • August 3rd, 2010 • Qingdao Footwear, Inc. • Footwear, (no rubber) • Virginia

This Escrow Agreement is made and entered into as of the ___ day of _________, 2010, by and among ANDERSON & STRUDWICK, INCORPORATED, a Virginia corporation (the “Underwriter”), QINGDAO FOOTWEAR, INC., a Delaware company (the “Company”) and SUNTRUST BANK (the “Escrow Agent”).

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