EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • July 12th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
4,000,000 SHARES TMP WORLDWIDE INC. COMMON STOCK, $.001 PAR VALUE UNDERWRITING AGREEMENT January __, 2000Underwriting Agreement • January 6th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE OWNERSPurchase Agreement • November 1st, 1999 • TMP Worldwide Inc • Services-advertising agencies • New York
EXHIBIT (a)(1)(G) FORM OF AMENDMENT TO STOCK OPTION AGREEMENT MONSTER WORLDWIDE, INC. AMENDMENT TO STOCK OPTION AGREEMENT WHEREAS, _________________ (the "Optionee") previously accepted the offer made by Monster Worldwide, Inc. ("the "Company") to...Stock Option Agreement • March 13th, 2007 • Monster Worldwide Inc • Services-advertising agencies
EXHIBIT 10.20 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated as of October 21, 1999, by and between TMP WORLDWIDE INC., a Delaware corporation (the "Company"), and Steven B. Potter ("Executive"). PRELIMINARY RECITALS A. Reference...Employment Agreement • April 10th, 2001 • TMP Worldwide Inc • Services-advertising agencies • New York
Exhibit 10.1 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement"), dated as of November 2, 1999, by and among TMP WORLDWIDE INC., a Delaware corporation ("TMP"), TMP INTERACTIVE INC., a...Employment Agreement • November 15th, 1999 • TMP Worldwide Inc • Services-advertising agencies • New York
EXHIBIT 4.2 TMP WORLDWIDE INC. STOCK OPTION AGREEMENT AGREEMENT ("Agreement") made as of the of , 199 , by and between TMP WORLDWIDE INC. a Delaware corporation (the "Company") and (the "Optionee"). W I T N E S S E T H: WHEREAS, pursuant to the TMP...Stock Option Agreement • June 29th, 1999 • TMP Worldwide Inc • Services-advertising agencies • Delaware
ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERSStock Purchase Agreement • September 15th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
MONSTER WORLDWIDE, INC., as Company AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 22, 2014 3.50% Convertible Senior Notes due 2019Indenture • October 22nd, 2014 • Monster Worldwide, Inc. • Services-help supply services • New York
INDENTURE dated as of October 22, 2014 between MONSTER WORLDWIDE, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
BY AND AMONGMerger Agreement • September 15th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
Exhibit 10.1 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT TMP Worldwide Inc. ("TMPW") and James J. Treacy ("Treacy") are parties to an Employment Agreement, dated November 18, 1996, which employment agreement was previously amended pursuant to Amendment...Employment Agreement • December 20th, 1999 • TMP Worldwide Inc • Services-advertising agencies
Exhibit 10.16 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT TMP Interactive Inc. (the "Company"), TMP Worldwide Inc. ("TMP") and Jeffrey C. Taylor ("Taylor') are parties to a Second Amended and Restated Employment Agreement, dated as of November 2, 1999...Employment Agreement • March 29th, 2002 • TMP Worldwide Inc • Services-advertising agencies
Exhibit 2.3 AGREEMENT AND PLAN OF MERGER TABLE OF CONTENTSMerger Agreement • March 31st, 1999 • TMP Worldwide Inc • Services-advertising agencies • Florida
ARTICLE 1Lease Agreement • January 6th, 2000 • TMP Worldwide Inc • Services-advertising agencies
EMPLOYMENT AGREEMENTEmployment Agreement • November 20th, 1996 • TMP Worldwide Inc • Services-advertising agencies • New York
EXHIBIT 2.1 Agreement and Plan of Merger Dated as of June 29, 2001 among TMP Worldwide Inc., TMP Tower Corp. and HotJobs.com, Ltd. TABLE OF CONTENTSMerger Agreement • August 14th, 2001 • TMP Worldwide Inc • Services-advertising agencies • Delaware
BY AND AMONGStock Purchase Agreement • June 30th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
September 11, 2002Employment Agreement • November 15th, 2002 • TMP Worldwide Inc • Services-advertising agencies
September 24, 2002Employment Agreement • November 15th, 2002 • TMP Worldwide Inc • Services-advertising agencies
FORM OF OPTION AGREEMENTOption Agreement • December 4th, 1996 • TMP Worldwide Inc • Services-advertising agencies • New York
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • July 12th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
AGREEMENT AND PLAN OF MERGER among MONSTER WORLDWIDE, INC. RANDSTAD NORTH AMERICA, INC. and MERLIN GLOBAL ACQUISITION, INC. August 8, 2016Merger Agreement • August 9th, 2016 • Monster Worldwide, Inc. • Services-help supply services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated August 8, 2016, is entered into among MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), RANDSTAD NORTH AMERICA, INC., a Delaware corporation (“Parent”), and MERLIN GLOBAL ACQUISITION, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”).
ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SHAREHOLDERSStock Purchase Agreement • September 14th, 2000 • TMP Worldwide Inc • Services-advertising agencies • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 31, 2014 among MONSTER WORLDWIDE, INC. and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders...Credit Agreement • November 4th, 2014 • Monster Worldwide, Inc. • Services-help supply services • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of October 31, 2014, among MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
6,000,000 Shares MONSTER WORLDWIDE, INC. COMMON STOCK, $.001 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2003 • Monster Worldwide Inc • Services-advertising agencies • New York
Monster Worldwide, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 6,000,000 shares of the common stock (par value $.001 per share) of the Company (the “Firm Shares”). The Company also proposes to issue and sell to the several Underwriters not more than an additional 900,000 shares of the common stock (par value $.001 per share) of the Company (the “Additional Shares”) if and to the extent that you, as manager of the offering (the “Manager”), shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of common stock granted to the Underwriters in Section 2 hereof. The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares”. The shares of common stock (par value $.001 per share) of the Company to be outstanding after giving effect to the sales contemplated hereby are hereinafter referred to as
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 22, 2012 among MONSTER WORLDWIDE, INC. and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party...Credit Agreement • March 26th, 2012 • Monster Worldwide, Inc. • Services-help supply services • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of March 22, 2012, among MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
AMENDMENT NO. 7 TOAccounts Receivable Management and Security Agreement • November 14th, 2001 • TMP Worldwide Inc • Services-advertising agencies • New York
CREDIT AGREEMENTCredit Agreement • December 27th, 2007 • Monster Worldwide Inc • Services-advertising agencies • New York
This CREDIT AGREEMENT (this “Agreement”) is entered into as of December 21, 2007, among MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
WARRANT AGREEMENT THIS WARRANT AGREEMENT, made this 13th day of October, 1993, by and between TMP Worldwide Inc., a Delaware corporation (the "Company"), and BNY Financial Corporation, a New York corporation ("BNY"). W I T N E S S E T H : WHEREAS, BNY...Warrant Agreement • December 4th, 1996 • TMP Worldwide Inc • Services-advertising agencies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • January 13th, 2015 • Monster Worldwide, Inc. • Services-help supply services • New York
THIS AGREEMENT, effective as of November 4, 2014 (the “Effective Date”), is made by and between Monster Worldwide, Inc., a Delaware corporation (the “Company”), and Timothy T. Yates (the “Executive”).
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT TMP Worldwide Inc. ("TMPW") and Andrew J. McKelvey ("Employee") are parties to an Employment Agreement, dated as of November 15, 1996, as amended pursuant to Amendment No. 1 to Employment Agreement dated...Employment Agreement • May 17th, 1999 • TMP Worldwide Inc • Services-advertising agencies
Exhibit 10.19 AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT TMP Worldwide Inc. ("TMPW") and James J. Treacy ("Treacy") are parties to an Employment Agreement, dated November 18, 1996, which employment agreement was previously amended pursuant to Amendment...Employment Agreement • March 29th, 2002 • TMP Worldwide Inc • Services-advertising agencies
As of September 8, 2005 Mr. Peter Dolphin Dear Peter:Letter Agreement • September 14th, 2005 • Monster Worldwide Inc • Services-advertising agencies
The letter agreement between you and Monster Worldwide, Inc., formerly known as TMP Worldwide Inc. (the “Company”), dated September 11, 2002 (the “Letter Agreement”), is hereby amended as follows:
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 31, 2009 among MONSTER WORLDWIDE, INC. and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party...Credit Agreement • September 3rd, 2009 • Monster Worldwide Inc • Services-help supply services • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of August 31, 2009, among MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
MONSTER WORLDWIDE, INC. (a Delaware corporation)Purchase Agreement • October 17th, 2014 • Monster Worldwide, Inc. • Services-help supply services • New York
Monster Worldwide, Inc., a Delaware corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Initial Purchasers named in Schedule A hereto (collectively, the “Initial Purchasers,” which term shall also include any initial purchaser substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Initial Purchasers, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $125,000,000 aggregate principal amount of the Company’s 3.50% Convertible Senior Notes due 2019 (the “Initial Securities”) and (ii) the grant by the Company to the Initial Purchasers, acting severally and not jointly, of the option to purchase all or any part of an additional $18,750,000 aggregate principal amount of its 3.50% Conve
