0001264931-11-000057 Sample Contracts

PLAN OF EXCHANGE BY WHICH Exercise For Life Systems, Inc. (a North Carolina corporation) SHALL ACQUIRE Mediamatic Ventures Inc. (a corporation organized under the laws of Canada)
Exercise for Life Systems, Inc. • February 11th, 2011 • Services-miscellaneous amusement & recreation • North Carolina

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 10th day of February 2011, and is intended to supersede all previous oral or written agreements, if any, between the parties, with respect to its subject matter. This Agreement anticipates that extensive due diligence shall have been performed by both parties. All due diligence shall have been completed by the Parties no later than January 20, 2011.

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