REPRESENTATIONS, GENERAL RELEASE, TERMINATION & INDEMNIFICATION AGREEMENT

This General Release, Termination & Indemnification Agreement and accompanying representations (hereinafter, “Agreement”), made this 16 ^th day of January, 2009, by and between Guiseppe Arlia (hereinafter, “G. Arlia”), and Ichiban Ventures, Inc. (hereinafter, “Ichiban” or the “Company”), NYC Liquidation Group, LLC and Ephren Taylor, Personal Guarantor.

WHEREAS, G. Arlia is a registered Shareholder and Director and Officer of the Company; and

WHEREAS, G. Arlia owns a one hundred (100%) percent equity stake in the Company, hereinafter referred to as “Equity Ownership;” and

WHEREAS, G. Arlia is terminating his employment and resigning as a Director and Officer of the Company and selling his 100% Equity Ownership (200 Outstanding Shares at Par Value) in the Company to NYC Liquidation Group, LLC; and

WHEREAS, NYC Liquidation Group, LLC shall remain as sole shareholder of the Company (hereinafter, “Sole Shareholder”) and said Sole Shareholder and G. Arlia desire to resolve and release any claims of ownership by signing this agreement and create certain indemnifications, as do G. Arlia and NYC Liquidation Group with each other.

NOW, THEREFORE, the parties agree as follows:

1.

G. Arlia hereby transfers, assigns, conveys and sells to the Company one hundred (100%) percent of the Equity Ownership in the Company in consideration of the distribution of the following:

a)

Two Hundred and Four Thousand ($204,000.00) Dollars by Bank Check made payable to G. Arlia immediately upon signing of this Agreement for the purchase of the Shares; and

b)

Sixteen Thousand Five Hundred ($16,500.00) Dollars representing the security deposit on the two leaseholders (below described) held by Ichiban Ventures, Inc.; and

c)

$2,258.06 representing the adjustment for rents, including any additional rent, under the below described leases and their respective water and sewer charges.

2.

Simultaneously herewith G. Arlia will execute a resignation as Officer and Director of the Company as set forth in Exhibit A.

3.

G. Arlia represents and warrants that there are no outstanding liens, judgments, encumbrances or other impediments to the sale and transfer of all of his Equity Ownership in the Company. Consequently, Shareholders, Guiseppe Arlia personally indemnifies Ichiban Enterprises, Inc. for all outstanding debts, judgments, liens, suits, actions, and/or proceedings against Ichiban Enterprises, Inc., the shares or the corporation pending up until today.

4.

G. Arlia represents and warrants that he owns all of the Equity Ownership in the Company free and clear and that he has not optioned, pledged, or put up any of his Equity Ownership of whatever kind or whatever amount to any other person or entity. G. Arlia represents and warrants that he has sole, full and complete right, title and interest in the Equity Ownership that he is selling to the NYC