ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • February 6th, 2004 • Centiv Inc • Wholesale-computers & peripheral equipment & software • Delaware
This ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Assignment”) is made effective this January 16, 2004, by and between Centiv, Inc., a Delaware corporation (the “Assignee”) and Beijing Multimedia Limited, Inc., a corporation organized under the laws of the British Virgin Islands (“Assignor”).
CONTRIBUTION AGREEMENT between Centiv, Inc. and Centiv Services, Inc.Contribution Agreement • February 6th, 2004 • Centiv Inc • Wholesale-computers & peripheral equipment & software • Delaware
THIS CONTRIBUTION AGREEMENT (the “Agreement”) is made as of the 15 day of January, 2004, between Centiv, Inc. (the “Company”), a Delaware corporation, and Centiv Services, Inc. (“Sub”), a Nevada corporation, and a wholly owned subsidiary of the Company:
STOCK PURCHASE AGREEMENT by and among MAK WAI KEUNG, SHAWN EAGLE TREASURE LIMITED BEIJING MULTIMEDIA LIMITED and CENTIV, INC. Dated as of December 27, 2003Stock Purchase Agreement • February 6th, 2004 • Centiv Inc • Wholesale-computers & peripheral equipment & software • Hong Kong
WHEREAS, Mak is the sole shareholder of Eagle, which in turn holds one hundred percent (100%) of the entire issued and outstanding share capital and which will consist of twenty million and two hundred fifty thousand (20,250,000) shares representing one hundred percent (100%) of the entire issued and outstanding share capital of the total authorized share capital of five hundred million (500,000,000) shares of par value US$0.0001 per share of Beijing Multimedia (the “Target Shares”);
TRANSFER AGREEMENT by and between CITIC CULTURAL AND SPORTS INDUSTRY CO. LTD. and BEIJING MULTIMEDIA LIMITED Dated as of 2003.12.16Transfer Agreement • February 6th, 2004 • Centiv Inc • Wholesale-computers & peripheral equipment & software • Hong Kong
WHEREAS, CITIC Cultural holds forty-nine percent (49%) of the registered capital (such 49% equity interest, the “Beijing Metro Media Equity Interest”) of Beijing Metro Cultural Media Investment Co. Ltd (“Beijing Metro Media”), which holds seventy percent (70%) of the registered capital (such 70% equity interest, the “Beijing Metro Advertisement Equity Interest”) of Beijing Metro Media Advertisement Co. Ltd. (“Beijing Metro Advertisement”). That is CITIC Cultural holds 34.3% indirect equity interest in Beijing Metro Advertisement.
