0001225279-04-000031 Sample Contracts

Memorandum of Cooperation Between Beijing Telestone Technology Co., Ltd. & Shijiazhuang D-Spectrum Digital Communication Co. Ltd On March 2004
Memorandum of Cooperation • August 26th, 2004 • Milestone Capital Inc • Finance services

In consideration of the special historical connection between Beijing Telestone Technology Co., Ltd (hereinafter referred to as “Telestone”) and D-Spectrum Information Co. Ltd (hereinafter referred to as “D-Spectrum”), the memorandum hereunder is prepared in regard to the principles on production technology transfer as well as product supply between Telestone and D-Spectrum.

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SECURITIES EXCHANGE AGREEMENT dated effective as of August 23, 2004 by and among TELESTONE TECHNOLOGIES CORPORATION(F.K.A. MILESTONE CAPITAL, INC.), SUCCESS MILLION INTERNATIONAL, LTD., and THE SHAREHOLDERS OF SUCCESS MILLION INTERNATIONAL, LTD.
Securities Exchange Agreement • August 26th, 2004 • Milestone Capital Inc • Finance services • Delaware

THIS SECURITIES EXCHANGE AGREEMENT (the “Agreement”), dated effective as of August 23, 2004 (the “Effective Date”), is entered into by and among Success Million International, Ltd., a Hong Kong corporation (“Holding Co”), and Telestone Technologies Corporation, f.k.a. Milestone Capital, Inc., a Delaware corporation (the “Public Company”), and the individuals whose names appear on the signature page hereof, each being a shareholder of Holding Co (the “Shareholders”). Certain capitalized terms used in this Agreement are defined in Section hereof.

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