0001144204-08-007542 Sample Contracts

Loan Contract Agricultural Bank of China
Supplementary Agreement • February 11th, 2008 • Learning Quest Technologies, Inc. • Blank checks

In accordance with relevant Chinese laws and regulations, Party A and Party B have entered into this contract upon consensus through consultation.

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Loan Contract of the Fixed Assets
Learning Quest Technologies, Inc. • February 11th, 2008 • Blank checks

Due to the need of Article 3.1 of the contract, Party A applies to loan from Party B hereby. Party B agrees to provide the loan to Party A. In order to define the rights and obligations of both parties, according to the Contract Law, Lending General Provisions and other relevant laws and regulations, both Party A and Party B conclude this contract through equal negotiated consensus.

Reminbi Fund of China Development Bank Loan Contract of the Year 2004
Learning Quest Technologies, Inc. • February 11th, 2008 • Blank checks

According to the agreement of the general loan contract with No. of 4100520082004020187 signed by the borrower and loaner on November 29, 2004, the both parties make a consensus on the relevant loan affairs of the year 2004 under the general loan contract items, and make this contract.

SHARE EXCHANGE AGREEMENT By and Among LEARNING QUEST TECHNOLOGIES, INC., COLOR MAN HOLDINGS LIMITED and JOYLINK HOLDINGS LIMITED Dated as of February 8, 2008
Share Exchange Agreement • February 11th, 2008 • Learning Quest Technologies, Inc. • Blank checks • New York

THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of this 8th day of February 2008, by and among LEARNING QUEST TECHNOLOGIES, INC., a Nevada corporation (“LQTI”), COLOR MAN HOLDINGS LIMITED, a limited company organized under the laws of the British Virgin Islands (“CMH”) and JOYLINK HOLDINGS LIMITED, a limited company organized under the laws of the British Virgin Islands (the “Stockholder”).

Renminbi Fund of China Development Bank General Loan Contract (For Expressway Project)
Learning Quest Technologies, Inc. • February 11th, 2008 • Blank checks

For the construction of Pingdingshan-Linru Expressway Project of Henan Province, the borrower applies to the loaner for a RMB loan, and the loaner agrees to issue the loan. In accordance with the stipulations of relevant state laws and regulations, the loaner and borrower conclude this contract upon consensus through consultation, abiding by the principles of equality, voluntariness, fairness, honesty and credibility.

Reminbi Fund of China Development Bank Loan Contract of the Year 2007
Learning Quest Technologies, Inc. • February 11th, 2008 • Blank checks

According to the agreement of the general loan contract with No. of 4100520082004020187 signed by the borrower and loaner on November 29, 2004, the both parties make a consensus on the relevant loan affairs of the year 2007 under the general loan contract items, and make this contract.

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