0001220079-06-000123 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • October 11th, 2006 • Resolve Staffing Inc • Services-help supply services • Nevada

WARRANT AGREEMENT, dated as of September ___, 2006, between Resolve Staffing, Inc., a Nevada corporation (the "Company"), and the persons whose names and addresses are set forth on Schedule I annexed hereto (the "Holders").

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SECURITIES SUBSCRIPTION AGREEMENT
Securities Subscription Agreement • October 11th, 2006 • Resolve Staffing Inc • Services-help supply services • Ohio

THIS SECURITIES SUBSCRIPTION AGREEMENT, dated as of September ____, 2006 ("Agreement"), is executed in reliance upon the exemption from registration afforded by Rule 506 promulgated under Regulation D by the Securities and Exchange Commission ("SEC"), under the Securities Act of 1933 (“Act”), as amended and/or under any other available exemption from registration under the Act. Capitalized terms used herein and not defined shall have the meanings given to them in Rule 506 and Regulation D.

AGREEMENT AND PLAN OF MERGER By and among RESOLVE STAFFING, INC. ELS ESI MERGER SUB LLC and ELS EMPLOYER SERVICES, INC. As of October 1, 2006
Merger Agreement • October 11th, 2006 • Resolve Staffing Inc • Services-help supply services • Ohio
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