0001213900-10-005169 Sample Contracts

SHARE-EXCHANGE AGREEMENT
Share Exchange Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • Connecticut

This agreement entered into as of the 27th day of May 2005, but to be effective May 31, 2005, between International Monetary Systems, Ltd. (Buyer), a Wisconsin corporation, and Deborah Lombardi (Seller), a resident of Southington, Connecticut, is for the purchase of all outstanding shares of Barter Business Unlimited, Inc (BBU), a Connecticut corporation.

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LEASE
Lease Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • New York

This LEASE is made and entered into between Stephen Webster, (hereinafter called "Lessor") and International Monetary Systems. LTD (hereinafter called "Lessee" is

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Employment Agreement
Employment Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • Wisconsin

This Agreement is made and entered into as of this 10th day of March, 2007 by and between Dale L. Mardak (hereinafter referred to as Employee) and International Monetary Systems, Ltd., a Wisconsin corporation (hereinafter referred to as IMS or Company). It is understood that International Monetary Systems, Ltd. has an operating subsidiary named Continental Trade Exchange, Ltd., (CTE) that is the actual employer of record with all governmental agencies. Therefore, both IMS and CTE are responsible for fulfilling all of Company's responsibilities under this Agreement.

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AGREEMENT AND PLAN OF MERGER
Merger Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • New York

This Agreement and Plan of Merger, dated December 30, 2006 (this "Agreement"), is by and among International Monetary Systems, Ltd., a Wisconsin corporation ("Buyer"), IMS Holdings Inc., a New York corporation ("Newco"), Alliance Barter, Inc., a New York corporation ("ABI"), and Stephen E. Webster ("Shareholder").

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LEASE AGREEMENT BY AND BETWEEN GLENDALE INVESTMENTS, LLC, Lessor AND CONTINENTAL TRADE EXCHANGE, LTD. dba INTERNATIONAL MONETARY SYSTEMS, Lessee FOR 16901 West Glendale Drive New Berlin, Wisconsin 53151
Lease Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • Wisconsin
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SHARE PURCHASE AGREEMENT
Share Purchase Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec • Illinois

This agreement ("Agreement") which for identification purposes only is dated August 29, 2006, is entered into by and among International Monetary Systems, Ltd., a Wisconsin corporation (IMS), Joan K. Varner ("Joan"), Jack E. Schacht ("Jack"), Bonnie R. Varner ("Bonnie"), Hilary L. Varner ("Hilary"), the National Trade Association, Inc. Employee Stock Ownership Trust Agreement ("ESOP") and National Trade Association, Inc., an Illinois corporation ("NTA"). At times Joan, Jack, Bonnie, Hilary and ESOP are referred to herein individually as "Seller" and collectively as "Sellers".

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PRELIMINARY SUBSCRIPTION AGREEMENT
Preliminary Subscription Agreement • December 10th, 2010 • International Monetary Systems LTD /Wi/ • Services-business services, nec
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