0001062993-05-001973 Sample Contracts

SOFTWARE CONSULTING AGREEMENT BY AND BETWEEN BANYAN CORP. AND FRED JOHANNESEN
Software Consulting Agreement • August 19th, 2005 • Banyan Corp /Or/ • Services-offices & clinics of doctors of medicine • Colorado

Agreement made as of the day and year set forth in the date line on the last page hereof, by and between Banyan Corp., an Oregon corporation having its principal executive offices at Suite 500, 1925 Century Park East, Los Angeles, CA 90067 (hereinafter referred to as "Banyan Corp."), and Fred Johannesen, businessman, having his business office at 17206 – 106A Ave, Edmonton, Alberta, Canada (the "Software Consultant").

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OPERATING AGREEMENT FOR PREMIER SD, LLC
Operating Agreement • August 19th, 2005 • Banyan Corp /Or/ • Services-offices & clinics of doctors of medicine

This Operating Agreement (the “Operating Agreement”) is dated ______________ , 2005, and is between PREMIER HEALTH SERVICES, LLC, a Delaware limited liability company (“PHS,) and SOUTHERN DIAGNOSTICS, INC., a corporation organized under the laws of Colorado (“SD,” and collectively with PHS, the “Members”), and PREMIER SD, LLC, an Alaska limited liability company (the “Company”). The parties want to organize and operate a limited liability company under the Alaska Limited Liability Company Act (the “Act”), in accordance with the terms and subject to the conditions set forth below. The parties therefore agree as follows:

Management Agreement
Management Agreement • August 19th, 2005 • Banyan Corp /Or/ • Services-offices & clinics of doctors of medicine • Colorado

Banyan Corporation, a company incorporated pursuant to the laws of the State of Oregon and with offices located in the City of Los Angeles, in the State of California

SETTLEMENT AND MUTUAL RELEASE AGREEMENT
Settlement Agreement • August 19th, 2005 • Banyan Corp /Or/ • Services-offices & clinics of doctors of medicine • Colorado

THIS SETTLEMENT AGREEMENT dated ________________ (“the Settlement Agreement”) is by and between Cameron Yost, Lyle Yost, Winston Yost, and Byron Yost (“Yosts”), and Banyan Corporation (“Banyan Corp."). These individuals and entities may sometimes hereinafter be collectively referred as the “Parties”. This Agreement is expressly made subject to the following recitals:

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