Plan of Exchange Sample Contracts

3. Plan of Exchange 5 (3.1) Exchange of Shares: 5 (3.2) Conversion of Outstanding Stock: 5 (3.3) Closing/Effective Date: 5 (3.4) Surviving Corporations 5 (3.5) Rights of Dissenting Shareholders: 5 (3.6) Service of Process: 5 (3.7) Surviving Articles...
Plan of Exchange • January 10th, 2005 • Hairmax International Inc • Perfumes, cosmetics & other toilet preparations
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PLAN OF EXCHANGE
Plan of Exchange • July 3rd, 2006 • Diversified Financial Resources Corp • Real estate

This agreement and Plan of Exchange (the “Plan”) is made as of April 25, 2006, by and between, Diversified Financial Resources Corporation, a Nevada corporation (“Nevada DFRC”) and Diversified Financial Resources Corporation, a Delaware corporation (“Delaware DFRC”). Nevada DFRC and Delaware DFRC are sometimes referred to as the “Parties.”

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APPENDIX A PLAN OF EXCHANGE This Plan of Exchange has been adopted as of the 11th day of March, 1999, by and between First South Bancorp, Inc., (the "Holding Company") and First South Bank (the "Bank"). 1. The name of the corporation whose shares will...
Plan of Exchange • November 15th, 1999 • First South Bancorp Inc • Savings institutions, not federally chartered
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PLAN OF EXCHANGE BY WHICH CAPITAL RESOURCE FUNDING, INC. (a North Carolina corporation) SHALL ACQUIRE DA LIAN XIN YANG HIGH-TECH DEVELOPMENT CO. LTD. (a corporation organized under the laws of the Peoples’ republic of China)
Plan of Exchange • October 2nd, 2006 • Capital Resource Funding Inc • Short-term business credit institutions
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CHINA DIGITAL MEDIA CORPORATION 2505-06, 25/F, Stelux House
Plan of Exchange • April 12th, 2005 • China Digital Media Corp • Perfumes, cosmetics & other toilet preparations

Reference is made to that certain Plan of Exchange, dated December 28, 2004 (the “Plan of Exchange”), between, among others, China Digital Media Corporation (formerly known as Hairmax International, Inc.), a Nevada corporation (“CDGT”), Arcotect Digital Technology, Ltd., a corporation organized and existing under the laws of the Hong Kong SAR of the Peoples’ Republic of China (“Arcotect”), and the Arcotect Shareholders, pursuant to which CDGT agreed, among other things, to issue 20,000,000 shares of its common stock, $.001 par value, to the Arcotect Shareholders in exchange for all of the issued and outstanding capital stock of Arcotect. After the consummation of the Plan of Exchange, Arcotect will become a wholly-owned subsidiary of CDGT.

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PLAN OF EXCHANGE
Plan of Exchange • November 2nd, 2011 • Varca Ventures, Inc. • Metal mining

THIS PLAN OF EXCHANGE (this “Plan”) is entered into as of October 7, 2011 between VARCA VENTURES, INC., a Nevada corporation with its principal place of business located at 23 Kincora Grove NW, Calgary, Alberta, Canada T3R OA4 (“Acquiror”) and WILDCAT MINING CORPORATION, a Nevada corporation with its principal place of business located at 1630 Ringling Blvd., Sarasota, Florida 34236 (“Acquiree”).

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PLAN OF EXCHANGE BY WHICH
Plan of Exchange • August 24th, 2011 • BMX Development Corp. • Services-miscellaneous repair services • Florida

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 19th day of August 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 August 19, 2011.

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PLAN OF EXCHANGE BY WHICH Hairmax International, Inc. (a Nevada corporation) SHALL ACQUIRE Arcotect Digital Technology Ltd. (a corporation organized under the laws of hong kong)
Plan of Exchange • April 26th, 2005 • China Digital Media Corp • Perfumes, cosmetics & other toilet preparations • Nevada

ADJUSTMENTS: lead This Plan of Exchange is made and dated this 28th day of December, 2004 and shall be construed and enforced together with the Letter of Intent signed between the parties on December 14, 2004 (the “LOI”) and the Escrow Agreement signed on December 14, 2004 (the “Escrow Agreement”). To the extent that there may be any inconsistency or conflict among this Agreement, the LOI and/or the Escrow Agreement, the Escrow Agreement shall prevail. This Agreement anticipates extensive due diligence by both parties, and may be terminated by written notice, at any time (i) by mutual consent; (ii) by any party during the due diligence phase.

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SCHEDULE A
Plan of Exchange • December 23rd, 2010 • Moving Box Inc • Services-motion picture & video tape production

There being no further nominations, the foregoing person was unanimously elected to the office set forth opposite his respective name.

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PLAN OF EXCHANGE BY WHICH Caddystats, Inc. (A Delaware Corporation) SHALL ACQUIRE Roadships Holdings, Inc. (A Florida Corporation) AND Roadships Holdings, America, Inc. (A Florida Corporation)
Plan of Exchange • April 20th, 2009 • Roadships Holdings, Inc. • Miscellaneous publishing • Delaware
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PLAN OF EXCHANGE BY WHICH
Plan of Exchange • August 21st, 2009 • Montgomery Real Estate Service, Inc. • Real estate • Florida

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 20th day of August, 2009, 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 August 12th, 2009.

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PLAN OF EXCHANGE BY WHICH GFR PHARMACEUTICALS INC. (a Nevada corporation) SHALL ACQUIRE NEW CENTURY SCIENTIFIC INVESTMENT LTD. (a corporation organized under the laws of the Peoples’ republic of China)
Plan of Exchange • July 3rd, 2006 • GFR Pharmaceuticals Inc • Pharmaceutical preparations

ADJUSTMENTS: lead This Plan of Exchange (“Agreement” or “Plan of Exchange”) is made and dated as of this 26th day of June, 2006, and is intended to supersede all previous oral or written agreements, if any, between the parties, with respect to its subject matter. Notwithstanding the foregoing, it is subject to, and shall be interpreted together with the Letter of Intent, dated June 6, 2006 ("LOI"), and the Escrow Agreement, dated June 20, 2006 ("Escrow Agreement"). This Agreement anticipates that extensive due diligence shall have been performed by both parties.

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PLAN OF EXCHANGE BETWEEN MH&SC, Inc. AND My Health and Safety Supply Company, LLC
Plan of Exchange • March 1st, 2007 • Mh&sc, Inc

THIS PLAN OF EXCHANGE ("plan") dated as of October 26, 2006, adopted and made by and between MH&SC, Inc., a Delaware corporation having its registered office at 37046 Teal Ct., Selbyville, DE 19975 ("exchangor corporation"), and My Health and Safety Supply Company, an Indiana limited liability company, having its registered office at 8003 Castleway Drive, Suite 200, Indianapolis, IN 46250 ("exchangee entity").

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FIRST AMENDMENT TO PLAN OF EXCHANGE
Plan of Exchange • September 30th, 2005 • Dark Dynamite, Inc • Apparel & other finishd prods of fabrics & similar matl • Nevada

This First Amendment to Plan of Exchange, dated September 29, 2005, is by and among Dark Dynamite, Inc., a Nevada corporation (“DDYI”), Shanxi Kai Da Lv You Gu Wen You Xian Gong Si, a corporation organized and existing under the laws of the Peoples’ Republic of China (“Kai Da”), Richard Surber, a citizen and resident of the state of Utah (“Surber”), and Diversified Holdings X, Inc., a Nevada corporation (“Diversified Holdings”).

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PLAN OF EXCHANGE This Plan of Exchange has been adopted as of the 7th day of June, 2000, by and between GrandSouth Bancorporation, (the "Holding Company") and GrandSouth Bank (the "Bank"). The name of the corporation whose shares will be acquired is...
Plan of Exchange • November 14th, 2000 • Grandsouth Bancorporation

This Plan of Exchange has been adopted as of the 7th day of June, 2000, by and between GrandSouth Bancorporation, (the "Holding Company") and GrandSouth Bank (the "Bank").

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plan of exchange between
Plan of Exchange • October 12th, 2010 • Moving Box Inc • Services-motion picture & video tape production

THIS PLAN OK EXCHANGE ("plan") dated as of March 23. 2010. adopted and made by and between Moving Bon Inc.. a Delaware corporation having its registered office at 1811 Silverside Road, Wilmington, Delaware 19810 ("parent corporation"), and Moving Box Entertainment, LLC. a North Carolina limited liability company, having ils principal office at 222 H. Jones Avenue. Wake Forest North Carolina 27587 ("subsidiary exility").

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PLAN OF EXCHANGE
Plan of Exchange • April 2nd, 2009 • Roadships Holdings, Inc. • Miscellaneous publishing • Delaware

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 3rd day of March, 2009, 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 March 13, 2009.

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PLAN OF EXCHANGE Agreement dated as of April 25, 2000, between Dr. Abravanel's Formulas, Inc. a corporation organized under the laws of the State of Nevada, ("DABV"), National Boston Medical, Inc. ("NBMX"), a corporation organized under the laws of...
Plan of Exchange • July 24th, 2000 • Infotopia Inc • Medicinal chemicals & botanical products • Nevada
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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)
Plan of Exchange • February 11th, 2011 • Exercise for Life Systems, Inc. • 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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PLAN OF EXCHANGE BY WHICH PROTEXT MOBILITY, INC.
Plan of Exchange • January 19th, 2017 • ProText Mobility, Inc. • Services-miscellaneous business services • Florida
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PLAN OF EXCHANGE BY WHICH ACUMEDSPA HOLDINGS INC.
Plan of Exchange • September 7th, 2011 • Organic Plant Health Inc. • Nevada

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 10th day of December, 2010, 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 December 10, 2010.

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PLAN OF EXCHANGE BY WHICH
Plan of Exchange • September 7th, 2011 • Organic Plant Health Inc. • Nevada

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 1st day of July, 2009, 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 July 10, 2009.

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RT TECHNOLOGIES, INC.
Plan of Exchange • April 24th, 2012 • RT Technologies, Inc. • Blank checks • Nevada

This Plan of Exchange (the “Agreement” or “Plan of exchange”) is made and dated as of this 17th day of April, 2012, 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 April 21, 2012. The Closing Date (“Closing Date”) is anticipated to be on or before April 21, 2012,

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PLAN OF EXCHANGE
Plan of Exchange • February 3rd, 2010 • Bluesky Systems Corp • Real estate agents & managers (for others) • Pennsylvania

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 12th day of January, 2010, and is intended to supersede all previous oral or written agreements, if any, between the parties, with respect to its subject matter. Notwithstanding the foregoing, it is subject to, and shall be interpreted together with the Escrow Agreement, dated January 12, 2010 ("Escrow Agreement"). 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 12, 2010.

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PLAN OF EXCHANGE
Plan of Exchange • June 10th, 2009 • Roadships Holdings, Inc. • Miscellaneous publishing • Florida
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BY WHICH
Plan of Exchange • June 23rd, 2009 • Roadships Holdings, Inc. • Miscellaneous publishing • Delaware

ADJUSTMENTS: lead This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 22th day of June, 2009, and is intended to supersede all previous ELP 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 June 22, 2009.

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PLAN OF EXCHANGE BY WHICH
Plan of Exchange • March 27th, 2008 • Montgomery Real Estate Service, Inc. • Nevada

This Plan of Exchange (the “Agreement” or “Plan of Exchange”) is made and dated as of this 31st day of December, 2007, 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 December 31, 2007.

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PLAN OF EXCHANGE BY WHICH ABC REALTY CO. (a North Carolina corporation) SHALL ACQUIRE Harbin Zhong He Li Da Ke Ji Jiao Yu You Xian Gong Si (a corporation organized under the laws of the Peoples’ republic of China)
Plan of Exchange • April 18th, 2005 • China Education Alliance Inc. • Real estate agents & managers (for others) • North Carolina
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PLAN OF EXCHANGE
Plan of Exchange • November 16th, 2006 • Gabriel Technologies Corp • Services-advertising

THIS PLAN OF EXCHANGE is made and entered into as of January 19, 2006 (this “Plan of Exchange”) by and between Gabriel Technologies Corporation, a Delaware corporation (the “Buyer”), and Resilent LLC, a Nebraska limited liability company (the “Company”). Buyer and the Company are collectively referred to as the “Parties.”

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