0001044764-03-000014 Sample Contracts

BREAK-UP AGREEMENT
Break-Up Agreement • February 7th, 2003 • Guitron International Inc • Musical instruments

THIS BREAK-UP AGREEMENT (this "Agreement") effective as of the 2nd day of July, 2002, by and between Millennium Capital Venture Holdings, Inc., a public reporting company incorporated under the laws of the State of Delaware corporation ("Millennium"), Bruno Desmarais, an individual residing in the Province of Quebec, Canada ("Desmarais"), The Guitron Corporation, a private Quebec corporation ("Guitron") and Richard Duffy, an individual residing in the Province of Quebec, Canada ("Duffy")

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SHARE PURCHASE AND SHARE EXCHANGE AGREEMENT
Share Purchase and Share Exchange Agreement • February 7th, 2003 • Guitron International Inc • Musical instruments

THIS SHARE PURCHASE AND EXCHANGE AGREEMENT (this "Agreement") effective as of the 24th day of April, 2002, by and between Millennium Capital Venture Holdings, Inc., a public reporting company incorporated under the laws of the State of Delaware corporation ("Millennium"), Bruno Desmarais, an individual residing in the Province of Quebec, Canada ("Desmarais") and Guitron Corporation Inc., a private Quebec corporation ("Guitron"), Richard Duffy, an individual residing in the Province of Quebec, Canada ("Duffy") and the shareholders of Guitron (the "Guitron Shareholders") collectively herein called the Parties.

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