0001144204-10-000957 Sample Contracts

FLORHAM CONSULTING CORP. STOCK OPTION AGREEMENT
Stock Option Agreement • January 7th, 2010 • Florham Consulting Corp • Services-management consulting services • New York

This STOCK OPTION AGREEMENT (the “Agreement”) is dated as of December 31, 2009, by and between Florham Consulting Corp., a Delaware corporation (the “Company”), and ___________, having an address at ______________________, _______________, _________ (the “Optionee”):

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EMPLOYMENT AGREEMENT
Employment Agreement • January 7th, 2010 • Florham Consulting Corp • Services-management consulting services • New York

THIS AGREEMENT (this “Agreement”), dated December 31, 2009 and effective as of December 31, 2009 (the “Effective Date”), by and between Training Direct LLC, a Connecticut limited liability company (“the Company”), and Ashok Narang (“the Executive”).

INTEREST PURCHASE AGREEMENT
Interest Purchase Agreement • January 7th, 2010 • Florham Consulting Corp • Services-management consulting services • New York

This Interest Purchase Agreement (this “Agreement”), is made and entered into as of the 16th day of December 2009 by and among Educational Investors, Inc., a Delaware corporation (“EII”); TD Management, Inc., a Delaware corporation (“TD”); Joseph S. Monaco, an individual (“Monaco”); and Florham Consulting Corp., a Delaware corporation (“Florham”). EII, TD, Monaco and Florham are hereinafter sometimes individually referred to as a “Party” and collectively referred to as the “Parties.”

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • January 7th, 2010 • Florham Consulting Corp • Services-management consulting services • New York

THIS AGREEMENT AND PLAN OF MERGER (the "Agreement") is made and entered into as of the 16th day of December 2009 (the “Agreement Date”), by and among FLORHAM CONSULTING CORP., a Delaware corporation ("Florham"); EII ACQUISITION CORP., a Delaware corporation (“Mergerco”); EDUCATIONAL INVESTORS, INC., a Delaware corporation ("EII"); SANJO SQUARED, LLC, a Delaware limited liability company (“Sanjo”); KINDER INVESTMENTS, LP, a Delaware limited partnership (“Kinder”); JOSEPH J. BIANCO, an individual (“Bianco”); and ANIL NARANG, an individual (“Narang”).

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