0000950134-06-010910 Sample Contracts

EMPLOYMENT CONTRACT
Employment Contract • June 1st, 2006 • Asia Payment Systems Inc • Services-business services, nec • Nevada

ASIA PAYMENT SYSTEMS, INC, a corporation incorporated under the laws of the State of Nevada, U.S.A. which is a fully reporting company registered with the United States Securities and Exchange Commission and trades on the NASD OTCBB under the symbol APYM and having a registered office address at 711 South Carson Street, Suite 4, Carson City, Nevada 89701, USA and a principal office located at 39th Floor, One Exchange Square, 8 Connaught Place, Central, Hong Kong, SAR China (hereinafter referred to as “Asia Payments”)

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SHARE EXCHANGE AGREEMENT BY AND AMONG ASIA PAYMENT SYSTEMS, INC., INTERPAY INTERNATIONAL GROUP LTD. AND NG KING KAU (“KK Ng”) AND THE INTERPAY INVESTORS May 19, 2006
Share Exchange Agreement • June 1st, 2006 • Asia Payment Systems Inc • Services-business services, nec • Nevada

This SHARE EXCHANGE AGREEMENT (the “Agreement”), dated as of May 18, 2006, by and among Asia Payment Systems, Inc., a Nevada corporation (“the Company”), InterPay International Group Ltd., a British Virgin Islands international business company (“InterPay”), and Ng King Kau (“KK Ng”) and the InterPay Investors (“InterPay Investors”).

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