AMENDMENT TO THE AGREEMENT

BETWEEN THE COUNTY OF SAN MATEO AND TRAVCORPS, INC.
A DELAWARE CORPORATION (DBA CROSS COUNTRY STAFFING) (ON BEHALF OF ITSELF AND ITS AFFILICATES, NOVAPRO, INC., CROSS COUNTRY LOCAL, INC. AND ASSIGNMENT AMERICA, INC.

THIS AGREEMENT, entered into this _____day of _________________, 2004, by and between the COUNTY OF SAN MATEO (hereinafter called "County") and TRAVCORPS, INC., A DELAWARE CORPORATION (DBA CROSS COUNTRY STAFFING) (ON BEHALF OF ITSELF AND ITS AFFILIATES, NOVAPRO, INC., CROSS COUNTRY LOCAL, INC. AND ASSIGNMENT AMERICA, INC.), (hereinafter called "Contractor"),

W I T N E S S E T H:

WHEREAS, on October 23, 2001, the parties hereto entered into an agreement (hereinafter referred to as the "Original Agreement") for the furnishing of certain services by Contractor to County as set forth in that Original Agreement; subsequently amended on November 18, 2003; and

WHEREAS, it is now the mutual desire and intent of the parties hereto to amend and clarify that Original Agreement;

NOW, THEREFORE, IT IS HEREBY AGREED between the parties that the Original Agreement is amended as follows:

1.

Section 2, Payments, Paragraph A, Maximum Amount, of the Original Agreement is hereby amended to read as follows:

“2.

Payments

A.

In consideration of the services provided by Contractor in accordance with all terms, conditions and specifications set forth herein and in Exhibit "A," County shall make payment to Contractor based on the rates and in the manner specified in Exhibit "B." The County reserves the right to withhold payment if the County determines that the quantity

or quality of the work performed is unacceptable. In no event shall the County’s total fiscal obligation under this

Agreement and all other agreements approved collectively

by single resolution, exceed FOUR MILLION ONE HUNDRED THIRTEEN THOUSAND NINE HUNDRED DOLLARS ($4,113,900).”

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that:

1.

These amendments are hereby incorporated and made a part of the Original Agreement and subject to all provisions therein.

2.

All provisions of the Original Agreement, including all references to audit and fiscal management requirements unless otherwise amended hereinabove, shall be binding on all the parties hereto.

3.

All provisions of the Original Agreement, including all monitoring and evaluation requirements, shall be applicable to all amendments herein.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that the Agreement of October 23, 2001, be amended accordingly.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hand on the day and year first above written.

COUNTY OF SAN MATEO

TRAVCORPS, INC., A DELAWARE CORPORATION

By:

By:

Mark Church, President

Board of Supervisors

San Mateo County

Date:

Date:

ATTEST:

By:

Clerk of Said Board

Date:

AMENDMENT TO THE AGREEMENT

BETWEEN THE COUNTY OF SAN MATEO AND

STAT NURSES INTERNATIONAL

THIS AGREEMENT, entered into this ______ day of _______________, 2004, by and between the COUNTY OF SAN MATEO (hereinafter called "County") and STAT NURSES INTERNATIONAL (hereinafter called "Contractor"),

W I T N E S S E T H:

WHEREAS, on July 6, 2004, the parties hereto entered into an agreement (hereinafter referred to as the "Original Agreement") for the furnishing of certain services by Contractor to County as set forth in that Original Agreement; and

WHEREAS, it is now the mutual desire and intent of the parties hereto to amend and clarify that Original Agreement;

NOW, THEREFORE, IT IS HEREBY AGREED between the parties that the Original Agreement is amended as follows:

1.

Schedule “B”, Payments, of the Original Agreement, is hereby amended to add paragraph 14, as follows:

“14.

Hourly Rate Schedule for Long Term Assignments (Global Critical Care Nurses)

Contractor will guarantee the nurse (healthcare professional) for assignments up to 1 year, further renewable annually for a maximum of the term of this agreement. The hourly rate is $52 per hour (for an 8-hour shift) and $60.67 per hour (for a 12-hour shift) for guaranteed 36-40 hours per week, 50 weeks in the year.

The nurse can be renewed in annual increments with a price escalation of 5% per year.

After the term of the agreement, SMMC will have the option to make an offer of employment to the nurse. There is no buyout cost at that time.

A.

Schedule of Rates. The following schedule of rates is for the Long Term International Placements. These rates will go into effect for anyone currently on assignment, or anyone beginning an assignment or extension, on or after the date of County signature. These fees included recruitment, immigration processing and compensation for each Healthcare Professional placed with SMMC.

On the first annual anniversary of this Agreement, and each anniversary thereafter, the rate then in effect shall be increased by five percent (5%).

TYPE HEALTH PROFESSIONAL

REGULAR RATE

ON-CALL RATE

CHARGE RATE

CALL BACK

ORIENTA-TION RATE

Long Term Intl. Registered Nurse

- Non-Specialty

- Specialty

$52/hr

(8-hour shift)

$60.67/hr (12-hour shift)

$52/hr

(8-hour shift)

$60.67/hr (12-hour shift)

$7.50/hr

$7.50/hr

$7.50/hr

$7.50/hr

$4/hr

$4/hr

$4/hr

$4/hr

1.5x

1.5x

1.5x

1.5x

$27.50/hr

$32.50/hr

$27.50/hr

$32.50/hr

Non-specialty-Med/Surg RN

Specialty RN – PEDS, Oncol., Tele, Mother/baby, NICU, PICU, ICU, OR, PACU, ER, Dialysis, LD, CVICU, CVOR, Cathlab.

The orientation rate for the Healthcare Professionals will be for the first 160 hours worked for each nurse on Assignment. If a Healthcare professional is in need of additional orientation after the first 160 hours, and both Parties are in agreement, the orientation rate may be extended for an additional period, which will be agreed upon on a case-by-case basis.

B.

Overtime Rate Obligation

1.

County will pay one and one-half (1.5) times the regular rate for all hours worked in excess of eight (*) hours in one workday and forty (40) hours in one workweek.

2.

County will pay 1.5 times the regular rate for all hours worked in excess of twelve (12) hours in one workday.

3.

If during the terms of this Agreement or at any time, any applicable law requires Contractor to pay overtime to its Healthcare Professionals other than as noted above, Contractor shall bill the overtime rate pursuant to the applicable law. Contractor may comply with County’s policies regarding overtime when they follow State and/or Federal wage and hour laws and are communicated at the time of the contract or communicated to Contractor at least ninety (90) days prior to the effective date of such changes.

C.

Holidays

County will pay one and one-half (1.5) times the regular rate set forth above for time worked by Healthcare Professional on the following Holidays: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day. A holiday shift is defined as any shift in which the majority of the hours worked is during the holiday.

D.

Call-Back Time

In the event the Healthcare Professional is called back to work for County while serving in an “on-call” capacity, the on-call” charge will cease and Client will instead pay Contractor the overtime rate for the duration of the call-back period. The minimum call-back period is two (2) hours.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that:

1.

These amendments are hereby incorporated and made a part of the Original Agreement and subject to all provisions therein.

2.

All provisions of the Original Agreement, including all references to audit and fiscal management requirements unless otherwise amended hereinabove, shall be binding on all the parties hereto.

3.

All provisions of the Original Agreement, including all monitoring and evaluation requirements, shall be applicable to all amendments herein.

NOW, THEREFORE, IT IS HEREBY AGREED BY THE PARTIES that the Agreement of July 6, 2004, be amended accordingly.

IN WITNESS WHEREOF, the parties hereto, by their duly authorized representatives, have affixed their hand on the day and year first above written.

COUNTY OF SAN MATEO

STAT NURSES INTERNATIONAL

By:

Mark Church, President,

Board of Supervisors
San Mateo County

Date:

Date:

ATTEST:

By:

Clerk of Said Board

Date: