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EXHIBIT 10
CANCELLATION AGREEMENT
CANCELLATION AGREEMENT, dated as of
October 2, 2009 (the "Agreement"), by
and among GOLDEN KEY INTERNATIONAL INC., a Delaware
corporation ("Golden Key")
and each of the shareholders of HOME SAVERS
HOLDING CORPORATION (the "Home
Savers") set forth on the
signature page hereof
(collectively, the
"Shareholders").
WITNESSETH
WHEREAS, on July 10,
2009, Golden Key entered into a Share
Exchange
Agreement with the Shareholders pursuant to which
Golden Key agreed to acquire
100% of the outstanding securities of Home Savers
in exchange for 14,296,788
shares (the "Acquisition Shares") of Golden Key's common stock (the
"Home Savers
Acquisition");
WHEREAS, as the Acquisition
Shares and the shares of Home Savers were not
delivered to each of the respective parties, the Home
Savers Acquisition was
never considered closed due to the absence of consideration.
WHEREAS, as the acquisition did not
close, the Shareholders and Golden Key
each agree to terminate the Agreement and return all property and
records of the
other party (the "Termination Actions").
NOW THEREFORE in consideration
of the premises and the mutual covenants,
agreements, representations and warranties contained herein,
th
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