0001144204-07-035473 Sample Contracts

CONSULTING AGREEMENT
Consulting Agreement • July 6th, 2007 • China Shoe Holdings, Inc. • Metal mining • New York

AGREEMENT made as of June 29, 2007, by and between China Venture Partners, Inc., a Delaware corporation with offices at 80 Wall Street - Suite 212, New York, New York 10005 (hereinafter referred to as "Consultant") and China Shoe Holdings, Inc., a Nevada corporation "Company").

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AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • July 6th, 2007 • China Shoe Holdings, Inc. • Metal mining • Nevada

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) made and entered into as of June 29, 2007, is by and among, China Shoe Holdings, Inc., a Nevada corporation (hereinafter referred to as the “Company”), Wholly Success Technology Group Limited, a British Virgin Islands corporation (hereinafter referred to as “WSTG”) and each of the holders of shares of Common Stock of WSTG listed on Exhibit A to be attached hereto as hereinafter provided (individually, a “WSTG Stockholder”, and collectively, the “WSTG Stockholders”).

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