EXHIBIT 10.2
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AMENDMENT
TO
SECURITIES EXCHANGE AGREEMENT
BY AND AMONG
DEEPFIELD TECHNOLOGIES, INC.,
BEIJING SINO-US JINCHE
YINGANG AUTO TECHNOLOGICAL SERVICES LIMITED
AND
THE JOINT VENTURE PARTICIPANTS NAMED HEREIN.
JANUARY 12, 2006
The parties agree to amend the document as noted herein, and further agree to
have counsel conform the Securities Exchange Agreement to incorporate such
changes.
1. All references to the Proxy Statement shall be deleted. Deep Field shall
instead file an Information Statement or such other filing as may be
required by law.
2. The number of shares of Deep Field outstanding as of the date of execution
of the agreement shall be 20,513,894 shares. The number of shares to be
issued to the JV participants shall be 116,245,399. The total shares
outstanding immediately after the consummation of the transaction
contemplated herein shall be 136,759,293.
IN WITNESS WHEREOF, the parties have executed and delivered this Securities
Exchange and Merger Agreement as of the date first written above.
DFT:
DEEP FIELD TECHNOLOGIES INC.
Signed:
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Printed name: ▇▇▇▇ ▇▇▇▇▇▇
Title: President and Chief Executive Officer:
Company:
BEIJING SINO-US JINCHE YINGANG AUTO
TECHNOLOGICAL SERVICES LIMITED
Signed:
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Printed name:
Title:
JV Participants:
Signed:
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Printed name: ▇▇▇▇ ▇▇▇▇▇▇▇
Signed:
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Printed name: ▇▇▇▇ ▇▇▇▇▇▇
Signed:
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Printed name: Ren Bing
CHUEN ▇▇▇ ▇▇▇▇
MAYFLOWER AUTO GROUP LLC
Signed:
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Printed name:
Title: