AGREEMENT AND PLAN OF MERGER

Exhibit 10.1

Execution Copy

AGREEMENT AND PLAN OF MERGER

This AGREEMENT AND PLAN OF MERGER (this "Agreement") has been made as of

August 10, 2007, by and among My Quote Zone, Inc., a Nevada corporation

("MQOZ"), MQOZ Merger Sub, Inc., a Nevada corporation and a wholly-owned

Subsidiary of MQOZ ("Sub"), China 9D Decoration Group Limited, a British Virgin

Islands corporation ("CDG"), and the shareholders of CDG, each of whom is

identified on Schedule A to this Agreement (the "CDG Shareholders").

Whereas, the respective Boards of Directors of MQOZ, Sub and CDG have

approved the merger, pursuant and subject to the terms and conditions of this

Agreement, of Sub with and into CDG (the "Merger"), whereby all of the issued

and outstanding shares of the Common Stock of CDG (the "CDG Common Stock") will

be converted into the right to receive a specified number of shares of the

Common Stock of MQOZ (the "MQOZ Common Stock"); and the parties each desire to

make certain representations, warranties and agreements in connection with the

Merger and also to prescribe various conditions to the Merger;

Now, Therefore, in consideration of the premises and the representations,

warranties and covenants herein contained, the parties agree to effect the

Merger on the terms and conditions herein provided and further agree as follows:

ARTICLE 1. DEFINITIONS

1.1 Definitions.

In addition to the other definitions contained in this Agreement, the

following terms will, when used in this Agreement, have the following respective

meanings:

"Affiliate" means a Person that, directly or indirectly, controls, is

controlled by, or is under common control with, the referenced party.

"BVI" British Virgin Islands.

"Claim" means any contest, claim, demand, assessment, action, suit, cause

of action, complaint, litigation, proceeding, hearing, arbitration,

investigation or notice of any of the foregoing involving any Person.

"Closing" means the consummation of the Merger.

"Code" means the Internal Revenue Code of 1986, as amended, together with

all rules and regulations promulgated thereunder.

"Constituent Corporations" means CDG and Sub, as the constituent

corporations of the Merger.

"GAAP" means United States generally accepted accounting practices.

"GCL" means the Nevada General Corporation Law.

"Person" means and includes any individual, partnership, corporation,

trust, company, unincorporated organization, joint venture or other entity, and

any Governmental Entity.

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"Record Holder" means a holder of record of CDG Common Stock as shown on

the regularly maintained stock transfer records of CDG.

"Subsidiary" means, with respect to any Person, any corporation,

partnership, joint venture, trust or other entity of which such Person, directly

or indirectly through an Affiliate, owns an amount of voting securities, or

possesses other ownership interests, having the power, direct or indirect, to

elect a majority of the Board of Directors or other governing body thereof.

"Surviving Corporation" means CDG, as the surviving corporation of the

Merger.

"U.S." means the United States of America.

1.2 Interpretation.

In this Agreement, unless the express context otherwise requires:

(a) the words "herein," "hereof" and "hereunder and words of similar

import refer to this Agreement as a whole and not to any particular provision of

this Agreement;

(b) references to "Article" or "Section" are to the respective

Articles and Sections of this Agreement, and references to "Exhibit" or

"Schedule" are to the respective Exhibits and Schedules annexed hereto;

(c) references to a "party" means a party to this Agreement and

include references to such party's successors and permitted assigns;

(d) references to a "third party" means a Person that is neither a

Party to this Agreement nor an Affiliate thereof;

(e) the terms "dollars" and "$" means U.S. dollars;

(f) terms defined in the singular have a comparable meaning when

used in the plural, and vice versa;

(g) the masculine pronoun includes the feminine and the neuter, and

vice versa, as appropriate in the context; and

(h) wherever the word "include," "includes" or "including is used in

this Agreement, it will be deemed to be followed by the words "without

limitation."

ARTICLE 2. THE MERGER

2.1 Effective Time of the Merger.

Subject to the provisions of this Agreement, the Merger will be

consummated by the filing with the Secretary of State of the State of Nevada of

articles of merger, in such form as required by, and signed and attested in

accordance with, the relevant provisions of the GCL and by the filing with the

of the BVI of articles of merger, in such form as required by, and signed and

attested in accordance with, the relevant provisions of the (the time of the

filing of such instruments as occurs second or such later time and date as is

specified in such filings being the "Effective Time"). It is the intent of the

parties to cause such filings to be made no later than the Closing Date.

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2.2 Closing.

The Closing will take place at 10:00 a.m., local time, on the earliest

date practicable after all of the conditions set forth in Articles 7 and 8 are

satisfied or waived by the appropriate party, but in no event later than the

applicable date referred to in Section 10.1(d) (the "Closing Date"), unless

another time, date or place is agreed to in writing by the parties.

2.3 Effects of the Merger.

By virtue of the Merger and without the necessity of any action by or on

behalf of the Constituent Corporations, or either of them:

(a) at the Effective Time, (i) the separate existence of Sub will

cease, and Sub will be merged with and into CDG, and (ii) the certificate of

incorporation and bylaws of CDG as in effect immediately prior to the Effective

Time will be the certificate of incorporation and bylaws of the Surviving

Corporation until thereafter amended; and

(b) at and after the Effective Time, the Surviving Corporation will

possess all the rights, privileges, powers and franchises of a public as well as

of a private nature, and be subject to all the restrictions, disabilities and

duties, of each of the Constituent Corporations; and all property, real,

personal and mixed, and all debts due to either of the Constituent Corporations

on whatever account, as well for stock subscriptions as all other things in

action or belonging to each of the Constituent Corporations will be vested in

the Surviving Corporation; and all property, rights, privileges, powers and

franchises, and all and every other interest of each of the Constituent

Corporations will be thereafter as effectually be the property of the Surviving

Corporation as they were of the respective Constituent Corporations, and the

title to any real estate vested by deed or otherwise, in either of the

Constituent Corporations, will not revert or be in any way impaired; but all

rights of creditors and all liens upon any property of either of the Constituent

Corporations will be preserved unimpaired, and all debts, liabilities and duties

of the respective Constituent Corporations will thereafter attach to the

Surviving Corporation, and may be enforced against it to the same extent as if

such debts and liabilities had been incurred or contracted by it.

ARTICLE 3. EFFECT OF MERGER ON CAPITAL STOCK

3.1 Effect on Capital Stock.

As of the Effective Time, by virtue of the Merger and without any action

on the part of any holder of shares of CDG Common Stock or of shares of the

capital stock of Sub:

(a) Capital Stock of Sub. Each issued and outstanding share of the

capital stock of Sub will be converted into the right to receive one fully paid

and non-assessable share of the capital stock of the Surviving Corporation.

(b) Cancellation of Treasury Stock. Shares of common stock of CDG ("

Common Stock"), if any, that are held by CDG as treasury stock will be cancelled

and retired and will cease to exist, and no Merger Consideration will be

delivered in exchange therefor. Any shares of common stock of MQOZ ("MQOZ Common

Stock"), if any, owned by CDG or the CDG Shareholders as of the Effective Time

will remain unaffected by the Merger.

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(c) Exchanged Shares; Merger Consideration.

(i) "Exchanged Shares" means all shares of CDG Common Stock

issued and outstanding immediately prior to the Effective Time other

than shares of CDG Common Stock, if any, held by CDG as treasury

stock

(ii) iiThe consideration payable to the CDG Shareholders in

the Merger will consist of an aggregate of 35,796,798 shares of MQOZ

Common Stock (the "Stock Merger Consideration") and $15,500,000 to

be paid no later than the first anniversary of the Closing Date in

accordance with non-interest bearing notes of MQOZ in the form

annexed hereto (the "Cash Merger Consideration," collectively with

the Stock Merger Consideration, the "Merger Considertion"), which

shall be distributed among the CDG Shareholders proportionately in

accordance with their shareholdings as set forth on Schedule A

hereto.

(d) Exchange of Exchanged Shares for Merger Consideration. As of the

Effective Time, by virtue of the Merger, each issued and outstanding Exchanged

Share will be converted into the right to receive the Merger Consideration due

in respect thereof, payable, to the Record Holders of Exchanged Shares at the

Effective Time. As of the Effective Time, all shares of CDG Common Stock will no

longer be outstanding and will automatically be cancelled and retired and will

cease to exist, and each holder of a certificate representing any such shares

will cease to have any rights with respect thereto, except the right to receive

the Merger Consideration therefor, without interest, upon the surrender of such

certificate in accordance with Section 3.2.

3.2 Exchange of Merger Consideration for Exchanged Shares.

(a) Exchange. On the Closing Date, the holders of all of the CDG

Common Stock shall deliver to MQOZ certificates or other documents evidencing

all of the issued and outstanding CDG Common Stock, duly endorsed in blank or

with executed power attached thereto in transferable form. In exchange for all

of the CDG Common Stock tendered pursuant hereto, MQOZ shall issue to CDG

Shareholders the Merger Consideration.

(b) No Further Ownership Rights in CDG Common Stock. All shares of

MQOZ Common Stock issued upon the surrender for exchange of shares of CDG Common

Stock in accordance with the terms hereof will be deemed to have been issued in

full satisfaction of all rights pertaining to such shares of CDG Common Stock,

and there will be no further registration of transfers of the shares of CDG

Common Stock (other than shares held directly or indirectly by MQOZ) after the

Effective Time. If, after the Effective Time, certificates representing CDG

Common Stock are presented to the Surviving Corporation or its transfer agent

for any reason, such certificates will be cancelled and exchanged as provided by

this Article 3.

ARTICLE 4. REPRESENTATIONS AND WARRANTIES OF CDG

CDG and each of the CDG Shareholders jointly and severally represents

and warrants to MQOZ and to Sub as follows, as of the date hereof and as of the

Closing Date:

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4.1 Organization.

CDG is a corporation duly organized, validly existing and in good standing

under the laws of British Virgin Island and has the corporate power and is duly

authorized, qualified, franchised and licensed under all applicable laws,

regulations, ordinances and orders of public authorities to own all of its

properties and assets and to carry on its business in all material respects as

it is now being conducted, including qualification to do business as a foreign

entity in the country or states in which the character and location of the

assets owned by it or the nature of the business transacted by it requires

qualification. Included in the attached Schedules (as hereinafter defined) are

complete and correct copies of the articles of incorporation, bylaws and

amendments thereto as in effect on the date hereof. The execution and delivery

of this Agreement does not and the consummation of the transactions contemplated

by this Agreement in accordance with the terms hereof will not, violate any

provision of CDG's certificate of incorporation or bylaws. CDG has full power,

authority and legal right and has taken all action required by law, its articles

of incorporation, bylaws or otherwise to authorize the execution and delivery of

this Agreement.

4.2 Capitalization.

The authorized capitalization of CDG consists of 50,000 shares of common

stock, no par value and no preferred shares. As of the date hereof, there are

50,000 shares of common stock issued and outstanding. All issued and outstanding

common shares have been legally issued, fully paid, are nonassessable and not

issued in violation of the preemptive rights of any other person. CDG has no

other securities, warrants or options authorized or issued.

4.3 Subsidiaries.

CDG owns 100% of Zhejiang 9D Decoration Company Limited, a China

corporation (herein, "9D").

4.4 Tax Matters; Books & Records

(a) The books and records, financial and others, of CDG and 9D are

in all material respects complete and correct and have been maintained in

accordance with good business accounting practices; and

(b) Neither CDG nor 9D has asny liabilities with respect to the

payment of any country, federal, state, county, local or other taxes (including

any deficiencies, interest or penalties).

(c) Each of CDG and 9D shall remain responsible for all debts

incurred by it prior to the closing.

4.5 Information.

The information concerning CDG and 9D as set forth in this Agreement and

in the attached Schedules is complete and accurate in all material respects and

does not contain any untrue statement of a material fact or omit to state a

material fact required to make the statements made, in light of the

circumstances under which they were made, not misleading.

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4.6 Title and Related Matters.

Each of CDG and 9D has good and marketable title to and is the sole and

exclusive owner of all of its properties, inventory, interests in properties and

assets, real and personal (collectively, the "Assets") free and clear of all

liens, pledges, charges or encumbrances. Except as set forth in the Schedules

attached hereto, each of CDG and 9D owns free and clear of any liens, claims,

encumbrances, royalty interests or other restrictions or limitations of any

nature whatsoever, any and all procedures, techniques, marketing plans, business

plans, methods of management or other information utilized in connection with

its business. Except as set forth in the attached Schedules, no third party has

any right to, and neither CDG nor 9D has received any notice of infringement of

or conflict with asserted rights of others with respect to any product,

technology, data, trade secrets, know-how, proprietary techniques, trademarks,

service marks, trade names or copyrights which, singly or in the aggregate, if

the subject of an unfavorable decision, ruling or finding, would have a

materially adverse affect on the business, operations, financial conditions or

income of CDG or 9D or any material portion of their properties, assets or

rights.

4.7 Litigation and Proceedings

There are no actions, suits or proceedings pending or threatened by or

against or affecting CDG or 9D, at law or in equity, before any court or other

governmental agency or instrumentality, domestic or foreign or before any

arbitrator of any kind that would have a material adverse effect on the

business, operations, financial condition, income or business prospects of CDG

or 9D. Neither CDG nor 9D has any knowledge of any default on its part with

respect to any judgment, order, writ, injunction, decree, award, rule or

regulation of any court, arbitrator or governmental agency or instrumentality.

4.8 Contracts.

On the Closing Date:

(a) Except as set forth on Schedule, there are no material

contracts, agreements, franchises, license agreements, or other commitments to

which CDG or 9D is a party or by which it or any of its properties are bound;

(b) Neither CDG nor 9D is party to any contract, agreement,

commitment or instrument or subject to any charter or other corporate

restriction or any judgment, order, writ, injunction, decree or award which

materially and adversely affects, or in the future may (as far as CDG or 9D can

now foresee) materially and adversely affect, the business, operations,

properties, assets or conditions of CDG or 9D; and

(c) Neither CDG nor 9D is party to any material oral or written: (i)

contract for the employment of any officer or employee; (ii) profit sharing,

bonus, deferred compensation, stock option, severance pay, pension, benefit or

retirement plan, agreement or arrangement covered by Title IV of the Employee

Retirement Income Security Act, as amended; (iii) agreement, contract or

indenture relating to the borrowing of money; (iv) guaranty of any obligation

for the borrowing of money or otherwise, excluding endorsements made for

collection and other guaranties of obligations, which, in the aggregate exceeds

$1,000; (v) consulting or other contract with an unexpired term of more than one

year or providing for payments in excess of $10,000 in the aggregate; (vi)

collective bargaining agreement; or (vii) contract, agreement, or other

commitment involving payments by it for more than $10,000 in the aggregate.

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4.9 No Conflict With Other Instruments.

The execution of this Agreement and the consummation of the transactions

contemplated by this Agreement will not result in the breach of any term or

provision of, or constitute an event of default under, any material indenture,

mortgage, deed of trust or other material contract, agreement or instrument to

which CDG or 9D is party or to which any of its properties or operations are

subject.

4.10 Material Contract Defaults.

To the best knowledge and belief of CDG and 9D, neither CDG nor 9D is in

default in any material respect under the terms of any outstanding contract,

agreement, lease or other commitment which is material to the business,

operations, properties, assets or condition of CDG or 9D, and there is no event

of default in any material respect under any such contract, agreement, lease or

other commitment in respect of which CDG or 9D has not taken adequate steps to

prevent such a default from occurring.

4.11 Governmental Authorizations.

To the best knowledge of CDG and 9D, each of CDG and 9D has all licenses,

franchises, permits and other governmental authorizations that are legally

required to enable it to conduct its business operations in all material

respects as conducted on the date hereof. Except for compliance with federal and

state securities or corporation laws, no authorization, approval, consent or

order of, or registration, declaration or filing with, any court or other

governmental body is required in connection with the execution and delivery by

CDG and the CDG Sharerholders of the transactions contemplated hereby.

4.12 Compliance With Laws and Regulations.

To the best knowledge and belief of CGD and 9D, CDG and 9D has complied

with all applicable statutes and regulations of any federal, state or other

governmental entity or agency thereof, except to the extent that noncompliance

would not materially and adversely affect the business, operations, properties,

assets or condition of CDG or 9D or would not result in CDG's or 9D's incurring

any material liability.

4.13 Insurance.

All of the insurable properties of CDG and 9D are insured for CDG's

benefit under valid and enforceable policy or policies containing substantially

equivalent coverage and will be outstanding and in full force at the Closing

Date.

4.14 Approval of Agreement.

The directors of CDG have authorized the execution and delivery of the

Agreement and have approved the transactions contemplated hereby.

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4.15 Material Transactions or Affiliations.

As of the Closing Date, there will exist no material contract, agreement

or arrangement between CDG or 9D and any person who was at the time of such

contract, agreement or arrangement an officer, director or person owning of

record, or known by CDG or 9D to own beneficially, ten percent (10%) or more of

the issued and outstanding Common Shares of CDG and which is to be performed in

whole or in part after the date hereof. Neither CDG nor 9D has anycommitment,

whether written or oral, to lend any funds to, borrow any money from or enter

into any other material transactions with, any such affiliated person.

ARTICLE 5. REPRESENTATIONS AND WARRANTIES OF MQOZ

MQOZ represents and warrants to CDG, as of the date hereof and as of the

Closing Date, as follows:

5.1 Organization.

MQOZ is a corporation duly organized, validly existing, and in good

standing under the laws of Nevada and has the corporate power and is duly

authorized, qualified, franchised and licensed under all applicable laws,

regulations, ordinances and orders of public authorities to own all of its

properties and assets and to carry on its business in all material respects as

it is now being conducted, including qualification to do business as a foreign

corporation in the jurisdiction in which the character and location of the

assets owned by it or the nature of the business transacted by it requires

qualification. The execution and delivery of this Agreement does not and the

consummation of the transactions contemplated by this Agreement in accordance

with the terms hereof will not violate any provision of MQOZ's articles of

incorporation or bylaws. MQOZ has full power, authority and legal right and has

taken all action required by law, its articles of incorporation, its bylaws or

otherwise to authorize the execution and delivery of this Agreement.

5.2 Capitalization.

The authorized capitalization of MQOZ consists of 70,000,000 shares of

common stock, $0.001 par value per share. As of the date hereof, MQOZ has

approximately 33,879,996 shares of common stock issued and outstanding. All

issued and outstanding shares are legally issued, fully paid and nonassessable

and are not issued in violation of the preemptive or other rights of any person.

5.3 Subsidiaries.

MQOZ has no subsidiaries other than Sub.

5.4 Tax Matters: Books and Records.

(a) The books and records, financial and others, of MQOZ are in all

material respects complete and correct and have been maintained in accordance

with good business accounting practices; and

(b) MQOZ has no liabilities with respect to the payment of any

country, federal, state, county, or local taxes (including any deficiencies,

interest or penalties).

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(c) MQOZ shall remain responsible for all debts incurred by MQOZ

prior to the date of closing.

5.5 Litigation and Proceedings.

There are no actions, suits, proceedings or investigations pending or

threatened by or against or affecting MQOZ or its properties, at law or in

equity, before any court or other governmental agency or instrumentality,

domestic or foreign or before any arbitrator of any kind that would have a

material adverse affect on the business, operations, financial condition or

income of MQOZ. MQOZ is not in default with respect to any judgment, order,

writ, injunction, decree, award, rule or regulation of any court, arbitrator or

governmental agency or instrumentality or of any circumstances which, after

reasonable investigation, would result in the discovery of such a default.

5.6 Material Contract Defaults.

MQOZ is not in default in any material respect under the terms of any

outstanding contract, agreement, lease or other commitment which is material to

the business, operations, properties, assets or condition of MQOZ, and there is

no event of default in any material respect under any such contract, agreement,

lease or other commitment in respect of which MQOZ has not taken adequate steps

to prevent such a default from occurring.

5.7 Information.

The information concerning MQOZ as set forth in this Agreement and in the

attached Schedules is complete and accurate in all material respects and does

not contain any untrue statement of a material fact or omit to state a material

fact required to make the statements made in light of the circumstances under

which they were made, not misleading.

5.8 Title and Related Matters.

MQOZ has good and marketable title to and is the sole and exclusive owner

of all of its properties, inventory, interest in properties and assets, real and

personal (collectively, the "Assets") free and clear of all liens, pledges,

charges or encumbrances. MQOZ owns free and clear of any liens, claims,

encumbrances, royalty interests or other restrictions or limitations of any

nature whatsoever and all procedures, techniques, marketing plans, business

plans, methods of management or other information utilized in connection with

MQOZ's business. No third party has any right to, and MQOZ has not received any

notice of infringement of or conflict with asserted rights of other with respect

to any product, technology, data, trade secrets, know-how, proprietary

techniques, trademarks, service marks, trade names or copyrights which, singly

on in the aggregate, if the subject of an unfavorable decision ruling or

finding, would have a materially adverse affect on the