STOCK PURCHASE AGREEMENT
THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is dated the 15 th day of July, 2010
by and among Ms. Sun Jing (the “Buyer”), CHINA VOIP & DIGITAL TELECOM INC. a Nevada
Corporation (the “Company”).
WHEREAS , the Company desire to sell its common stock to Buyer, and Buyer desires to buy five
hundred thousand (500,000) shares of the Company’s common stock for the consideration and upon the terms
and subject to the conditions hereinafter set forth.
NOW, THEREFORE , in consideration of the premises, the provisions and the respective agreements
hereinafter set forth, the parties hereto hereby agree as follows
1.1 Agreement to Purchase and Sell . Upon the terms and subject to the conditions set
forth in this Agreement and upon the representations and warranties made herein by each of the parties to
the other, on the Closing Date (as such term is hereinafter defined), Company shall deliver five hundred
thousand (500,000) shares of common stock to Buyer, and Buyer shall pay $135,000 US DOLLAR
(Purchase Amount) to the Company.
1.2 Purchase Price . Upon the terms and subject to the conditions set forth in this
Agreement, in reliance upon the representations, warranties, covenants and agreements made by the
Company contained herein, both the Buyer and the Company agree that the Purchase Price is $ 0.27 per
1.3 Payment of Purchase Amount . The Purchase Amount shall be payable on the
Closing Date by wire transfer of immediately available funds in accordance with the Company's written
1.4 Closing . The closing of the transaction contemplated herein (the "Closing")
will be at the office of Buyer on or before ___________, 2010 or at such other place or at such other
date and time as the Company and Buyer may mutually agree. Such date and time of Closing is herein
referred to as the "Closing Date."
2.1 Existence and Good Standing . The Company