0001193125-08-025619 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 11th, 2008 • Rural/Metro Corp /De/ • Local & suburban transit & interurban hwy passenger trans • Arizona

This Employment Agreement (“Agreement”) is made and entered into by and between KRISTINE B. PONCZAK (“Executive”) and RURAL/METRO CORPORATION, a Delaware corporation (and/or one or more of its subsidiaries, affiliates, joint ventures and partnerships as applicable, “Rural/Metro”). The Effective Date of this Agreement is February 8, 2008 (the “Effective Date”).

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AMENDMENT NO. 1 to EMPLOYMENT AGREEMENT
Employment Agreement • February 11th, 2008 • Rural/Metro Corp /De/ • Local & suburban transit & interurban hwy passenger trans

This Amendment No. 1 (this “Amendment”) is dated effective February 8, 2008 by and between Jack E. Brucker (“Executive”) and Rural/Metro Corporation (“Rural/Metro”), and amends the Employment Agreement between the parties dated effective January 1, 2005 (the “Original Agreement”).

AMENDMENT NO. 1 to CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 11th, 2008 • Rural/Metro Corp /De/ • Local & suburban transit & interurban hwy passenger trans

This Amendment No. 1 (this “Amendment”) is dated effective February 8, 2008 by and between Kristine B. Ponczak (“Executive”) and Rural/Metro Corporation (“Rural/Metro”), and amends the Change in Control Agreement between the parties dated effective March 20, 2007 (the “Original Agreement”).

AMENDMENT NO. 1 to CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 11th, 2008 • Rural/Metro Corp /De/ • Local & suburban transit & interurban hwy passenger trans

This Amendment No. 1 (this “Amendment”) is dated effective February 8, 2008 by and between Jack E. Brucker (“Executive”) and Rural/Metro Corporation (“Rural/Metro”), and amends the Change in Control Agreement between the parties dated effective April 25, 2002 (the “Original Agreement”).

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