Monarch Staffing, Inc. Sample Contracts

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Agreement ---------
Exchange Agreement • January 21st, 2005 • Mt Ultimate Healthcare Corp • Services-home health care services
EXCHANGE AGREEMENT
Agreement • August 12th, 2003 • Java Juice Net • Services-business services, nec
INDEMNIFICATION AGREEMENT
Indemnification 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").

RECITALS -------------
Indemnification Agreement • November 14th, 2006 • Monarch Staffing, Inc. • Services-home health care services • Nevada
RECITALS -------------
Indemnification Agreement • May 19th, 2006 • Monarch Staffing, Inc. • Services-home health care services • Nevada
PLACEMENT AGENT AND ADVISORY SERVICES AGREEMENT
Placement Agent and Advisory • 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:

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EMPLOYMENT AGREEMENT
Employment 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”).

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...
Mt Ultimate Healthcare Corp • November 14th, 2005 • 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 AGREEMENT
Employment 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.

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