THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGIS-TERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF AUGUST 31, 2004,...Warrant Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
WHEREAS, pursuant to a Securities Purchase Agreement, dated the date hereof, between Company and the Secured Party (the "Purchase Agreement"), ------------------ Company has agreed to issue to the Secured Party and the Secured Party has agreed to...Security Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
Agreement ---------Exchange Agreement • January 21st, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of August 31, 2004, by and among MT Ultimate Healthcare Corp., a Nevada corporation, with headquarters located at 45 Main Street, Suite 617, Brooklyn, New York...Securities Purchase Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
WHEREAS, pursuant to a Securities Purchase Agreement, dated the date hereof, between Company and the Secured Party (the "Purchase Agreement"), ------------------ Company has agreed to issue to the Secured Party and the Secured Party has agreed to...Intellectual Property Security Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 26th, 2007 • Monarch Staffing, Inc. • Services-help supply services • Nevada
This Indemnification Agreement ("Agreement") is entered into as of September 18, 2007 by and between Monarch Staffing, Inc., a Nevada corporation (the "Company") and William Comte ("Indemnitee").
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made effective as of --------- the 8th day of August, 2003, by and among Laura Mazany ("Seller") and MACDONALD TUDEME (being herein referred to as "Purchaser" or "Tudeme"). ---------Stock Purchase Agreement • August 12th, 2003 • Java Juice Net • Services-business services, nec • Nevada
WHEREAS, pursuant to a Securities Purchase Agreement, dated the date hereof, between Company and the Pledgees (the "Purchase Agreement"), Company has ------------------ agreed to issue to the Pledgees and the Pledgees have agreed to purchase from...Guaranty and Pledge Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
Exhibit 10.2 FORM OF WARRANT THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED...Warrant Agreement • November 14th, 2006 • Monarch Staffing, Inc. • Services-home health care services • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of September 1, 2006 to be effective as of the date services were first rendered, by Monarch Staffing, Inc., a Nevada corporation (the "Company") and Joel Williams (the...Employment Agreement • September 7th, 2006 • Monarch Staffing, Inc. • Services-home health care services • California
Agreement and Plan of Acquisition and Merger Between the Parties MT Ultimate Healthcare Corp. and Abundant Nursing, Inc. and Lisa M. SternAcquisition and Merger Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the "Agreement"), is made and entered into as of the 7th day of November, 2005, by and among ITECHEXPRESS, INC., a corporation organized and existing under the laws of the State of Nevada (the...Stock Purchase Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • California
RECITALS -------------Indemnification Agreement • November 14th, 2006 • Monarch Staffing, Inc. • Services-home health care services • Nevada
INTELLECTUAL PROPERTY SECURITY AGREEMENT Intellectual Property Security Agreement (this "Agreement" dated as of November 4, 2005, by and among MT Ultimate Healthcare Corp., a Nevada corporation (the "Company"), and the secured parties signatory hereto...Intellectual Property Security Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER 4, 2005,...Stock Purchase Warrant • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
RECITALS -------------Indemnification Agreement • May 19th, 2006 • Monarch Staffing, Inc. • Services-home health care services • Nevada
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of August 31, 2004, by and among MT Ultimate Healthcare Corp., a Nevada corporation with its headquarters located at 45 Main Street, Suite 617, Brooklyn, New York...Registration Rights Agreement • October 5th, 2004 • Mt Ultimate Healthcare Corp • Services-business services, nec • New York
PLACEMENT AGENT AND ADVISORY SERVICES AGREEMENTPlacement Agent and Advisory Services Agreement • May 14th, 2007 • Monarch Staffing, Inc. • Services-help supply services • California
This Placement Agent and Advisory Services Agreement (this "Agreement") is made as of May 11, 2007 (the “Effective Date”), by and between Monarch Staffing, Inc., a Nevada corporation (together with its subsidiaries, the "Company"), and Monarch Bay Associates, LLC, a California limited liability company ("MBA"). MBA and the Company agree as follows:
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of November 4, 2005, by and among MT Ultimate Healthcare Corp., a Nevada corporation, with headquarters located at 45 Main Street, Suite 617, Brooklyn, NY 11201...Securities Purchase Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT This Amendment No. 1 to Securities Purchase Agreement, dated as of February 17, 2006, shall serve to amend the Securities Purchase Agreement (the "Agreement"), dated as of November 4, 2005, by and among...Securities Purchase Agreement • February 24th, 2006 • Mt Ultimate Healthcare Corp • Services-home health care services
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of November 4, 2005, by and among MT Ultimate Healthcare Corp., a Nevada corporation, with headquarters located at 45 Main Street, Suite 617, Brooklyn, NY 11201...Registration Rights Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
STOCK PLEDGE AGREEMENT This STOCK PLEDGE AGREEMENT ("Agreement") is made and entered into effective as of the 4th day of November, 2005 ("Effective Date"), by and among ITECHEXPRESS, INC., a corporation organized and existing under the laws of the...Stock Pledge Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • California
RECITALS:Factoring Agreement • August 9th, 2006 • Monarch Staffing, Inc. • Services-home health care services • Oregon
Exhibit 10.22 MT Ultimate Healthcare Corp. NURSE RECRUITMENT AND PLACEMENT SERVICES AGREEMENT FOR ------------------------------------------------------ INTERNATIONAL NURSES -------------------- THIS AGREEMENT dated as of the 26th day of October 2004...Nurse Recruitment and Placement Services Agreement • January 21st, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • Connecticut
EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2007 • Monarch Staffing, Inc. • Services-help supply services • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of July 1, 2007 to be effective as of the date services were first rendered, by Monarch Staffing, Inc., a Nevada corporation (the “Company”) and Quang X. Pham (the “Executive”).
Employment Agreement by Monarch Staffing, Inc. of David Walters Effective April 1, 2006 Monarch Staffing, Inc., a Nevada corporation ("Employer") hereby hires David Walters ("Employee") as its Chief Executive Officer, as well as appoints him as its...Employment Agreement • March 27th, 2006 • Mt Ultimate Healthcare Corp • Services-home health care services
Exhibit 10.21 Staffing Agreement Between M.T. Marketing Int. Corp (DBA M.T Ultimate) 45 Main street suite 617 Brooklyn NY 11206 And CABS Nursing Home 270 Nostrand Ave. Brooklyn, NY 11206 July 9th, 2003 MT Ultimate Healthcare Staffing will endeavor...Staffing Agreement • January 21st, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services
MT Ultimate Healthcare Corp. 18301 VON KARMAN, SUITE 250, IRVINE, CA 92612 (949) 493-0040 AJW Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC; and New Millennium Capital Partners II, LLC 1044 Northern Blvd., Suite 302 Roslyn, NY 11576...Securities Purchase Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services
AJW Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC; and New Millennium Capital Partners II, LLC 1044 Northern Blvd., Suite 302 Roslyn, NY 11576
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2007 • Monarch Staffing, Inc. • Services-help supply services
This Amendment No. 1 to Employment Agreement, dated as of July 1, 2007, shall serve to amend the Employment Agreement, dated as of September 1, 2006, by and among Monarch Staffing, Inc., a Nevada corporation with its headquarters located at 30950 Rancho Viejo Rd #120, San Juan Capistrano, CA 92675, and Joel Williams (the “Agreement”). Capitalized terms used, but not defined, herein have the respective meanings set forth in the Agreement.
Exhibit 10.42 AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENT This Amendment No. 2 to Securities Purchase Agreement, dated as of May 12, 2006, shall serve to amend (a) the Securities Purchase Agreement (the "Agreement"), dated as of November 4, 2005,...Securities Purchase Agreement • January 10th, 2007 • Monarch Staffing, Inc. • Services-home health care services
SYSTRAN FINANCIAL SERVICES CORPORATION FACTORING AGREEMENT This Factoring Agreement dated November 8, 2005 (the "Agreement") is between SYSTRAN Financial Services Corporation ("SYSTRAN") and its successor or assigns and ITECHEXPRESS, Inc. and Drug...Factoring Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • Oregon
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER 4, 2005,...Warrant Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
Exhibit 10.1 AMENDMENT No. 3 TO SECURITIES PURCHASE AGREEMENT This Amendment No. 3 to Securities Purchase Agreement, dated as of November 13, 2006, shall serve to amend (a) the Securities Purchase Agreement, dated as of November 4, 2005, by and among...Securities Purchase Agreement • November 14th, 2006 • Monarch Staffing, Inc. • Services-home health care services
March 21, 2006 MT Ultimate Healthcare Corp. 18301 Von Karman, Suite 250 Irvine, CA 92612 Attn: David Walters, Chief Executive Officer Dear Mr. Walters: This letter agreement confirms the engagement of Monarch Bay Management Company, L.L.C. ("MBMC") by...Consulting Agreement • March 27th, 2006 • Mt Ultimate Healthcare Corp • Services-home health care services • California
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of November 4, 2005, by and among MT Ultimate Healthcare Corp., a Nevada corporation ("Company"), and the secured parties signatory hereto and their respective endorsees, transferees...Security Agreement • November 14th, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services • New York
