Exhibit 99.1 LOAN AND SECURITY AGREEMENT DATED AS OF NOVEMBER 26, 1997Loan and Security Agreement • December 9th, 1997 • Comforce Corp • Services-help supply services • New York
EXHIBIT 10.2 $2,250,000 REVOLVING CREDIT AGREEMENT dated as of February 29, 1996Revolving Credit Agreement • March 13th, 1996 • Comforce Corp • Costume jewelry & novelties • New York
A N DAsset Purchase Agreement • November 19th, 1996 • Comforce Corp • Costume jewelry & novelties • Pennsylvania
Exhibit 10.12 WARRANT AGREEMENTWarrant Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
EXHIBIT 10.1 EXECUTION COPY STOCK PURCHASE AGREEMENT Dated September 11, 1995 By and Among Spectrum Information Technologies, Inc., The Lori Corporation, Comforce Corp., ARTRA Group Incorporated, Peter R. Harvey, Marc L. Werner, James L. Paterek,...Stock Purchase Agreement • October 11th, 1995 • Lori Corp • Costume jewelry & novelties • New York
EXHIBIT 10.24 AMENDMENT NO. 7 TO LOAN AND SECURITY AGREEMENT AMENDMENT NO. 7 dated as of January 23, 2003 to LOAN AND SECURITY AGREEMENT dated as of December 14, 2000 among COMFORCE CORPORATION, COMFORCE OPERATING, INC. (the "Holding Companies"),...Loan and Security Agreement • April 14th, 2003 • Comforce Corp • Services-help supply services • New York
Exhibit 10.14 PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of November 26, 1997, made by COMFORCE Corporation, a Delaware corporation (the "Pledgor"), in favor of The Bank of New York, in its capacity as collateral agent (in such capacity, the...Pledge Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
RECITALS:Employment Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT, dated as of August 13, 1997, is made and entered into by COMFORCE Corporation, a Delaware corporation ("Parent"), COMFORCE Columbus, Inc., a New York corporation and wholly-owned subsidiary of Parent...Stockholders Agreement • August 20th, 1997 • Comforce Corp • Costume jewelry & novelties • Delaware
A N DAsset Purchase Agreement • November 19th, 1996 • Comforce Corp • Costume jewelry & novelties • New York
EXHIBIT 10.10 FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT This Fifth Amendment to Employment Agreement (the "Amendment"), dated as of the 1st day of January, 2003 by and between COMFORCE Corporation ("COMFORCE") a Delaware corporation, and COMFORCE...Employment Agreement • April 14th, 2003 • Comforce Corp • Services-help supply services
PRELIMINARY STATEMENTLoan and Security Agreement • April 14th, 2003 • Comforce Corp • Services-help supply services • New York
DSubscription Agreement • November 19th, 1996 • Comforce Corp • Costume jewelry & novelties • Delaware
Exhibit 10.10 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT Dated as of November 26, 1997 by and between COMFORCE CORPORATIONExchange and Registration Rights Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
EXHIBIT 10.1 PURCHASE AGREEMENT PURCHASE AGREEMENT, dated the ___ day of ______________, 19__, by and among COMFORCE GLOBAL, INC. (hereinafter referred to as the "Purchaser"), a Delaware corporation, with its principal office at 2001 Marcus Avenue,...Purchase Agreement • March 13th, 1996 • Comforce Corp • Costume jewelry & novelties • Florida
AGREEMENT AND PLAN OF MERGER Dated as of August 13, 1997 by and among COMFORCE CorporationMerger Agreement • August 20th, 1997 • Comforce Corp • Costume jewelry & novelties • Delaware
Exhibit 10.16 AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT AMENDMENT NO. 4 dated as of December 7, 2001 to LOAN AND SECURITY AGREEMENT dated as of December 14, 2000 among COMFORCE CORPORATION, COMFORCE OPERATING, INC. (the "Holding Companies"),...Loan and Security Agreement • April 1st, 2002 • Comforce Corp • Services-help supply services • New York
AMENDMENT NO. 4 TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • May 18th, 2005 • Comforce Corp • Services-help supply services • New York
INDENTUREIndenture • December 9th, 1997 • Comforce Corp • Services-help supply services • New York
EXHIBIT 10.1 $10,000,000 REVOLVING CREDIT AGREEMENT dated as of July 22, 1996Revolving Credit Agreement • August 15th, 1996 • Comforce Corp • Costume jewelry & novelties • New York
RECITALS:Employment Agreement • March 30th, 2000 • Comforce Corp • Services-help supply services
Exhibit 10.2 FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT This Fourth Amendment to Employment Agreement (the "Amendment"), dated as of the 1/st/ day of August, 2003 by and between COMFORCE Corporation ("COMFORCE") a Delaware corporation, and COMFORCE...Employment Agreement • August 13th, 2003 • Comforce Corp • Services-help supply services
by and amongLoan Agreement • July 11th, 1997 • Comforce Corp • Costume jewelry & novelties • Massachusetts
Exhibit 10.8 THIRD AMENDMENT TO EMPLOYMENT AGREEMENT This Third Amendment to Employment Agreement (the "Amendment"), dated as of the 27/th/ day of September, 2001 by and between COMFORCE Corporation ("COMFORCE") a Delaware corporation, and COMFORCE...Employment Agreement • April 1st, 2002 • Comforce Corp • Services-help supply services
Exhibit 10.11 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to Employment Agreement (the "Amendment"), dated as of the 27/th/ day of September, 2001 by and between COMFORCE Corporation ("COMFORCE") a Delaware corporation, and COMFORCE...Employment Agreement • April 1st, 2002 • Comforce Corp • Services-help supply services
RECITALS: --------Employment Agreement • March 27th, 2001 • Comforce Corp • Services-help supply services
Exhibit 10.11 WARRANT REGISTRATION RIGHTS AGREEMENT Dated as of November 26, 1997 by and among COMFORCE CORPORATION, INC.Warrant Registration Rights Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
Exhibit 10.1 FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT This Fourth Amendment to Employment Agreement (the "Amendment"), dated as of the 1st day of July, 2002 by and between COMFORCE Corporation ("COMFORCE") a Delaware corporation, and COMFORCE...Employment Agreement • August 14th, 2002 • Comforce Corp • Services-help supply services
COMFORCE OPERATING, INC. 12% Senior Notes due 2007 PURCHASE AGREEMENT COMFORCE OPERATING, INC. $110,000,000 12% Senior Notes due 2007 PURCHASE AGREEMENT -----------------------Purchase Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
Exhibit 10.13 UNIT AGREEMENT UNIT AGREEMENT dated as of November 26, 1997 between COMFORCE Corporation, a Delaware corporation (the "Company"), and The Bank of New York, a New York banking corporation. WHEREAS, the Company proposes to issue 20,000...Unit Agreement • December 24th, 1997 • Comforce Corp • Services-help supply services • New York
RECITALS: --------Employment Agreement • March 27th, 2001 • Comforce Corp • Services-help supply services
EXHIBIT 4.1 NEITHER THIS NOTE NOR ANY SECURITIES ISSUABLE UPON THE CONVERSION OR EXCHANGE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. NEITHER THIS NOTE NOR ANY SECURITIES ISSUABLE UPON...Subordinated Convertible Note • December 13th, 2004 • Comforce Corp • Services-help supply services • New York
AGREEMENT AND PLAN OF MERGER by and among COMFORCE CORPORATION, CFS PARENT CORP. and CFS MERGER SUB CORP. dated as of NOVEMBER 1, 2010Merger Agreement • November 2nd, 2010 • Comforce Corp • Services-help supply services • Delaware
This Agreement and Plan of Merger (this “Agreement”), is entered into as of November 1, 2010, by and among COMFORCE Corporation, a Delaware corporation (the “Company”), CFS Parent Corp., a Delaware corporation (“Parent”), and CFS Merger Sub Corp., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 5.03(k) or 8.01 hereof, respectively.
COMFORCE OPERATING, INC. 12% SENIOR NOTES DUE 2007 PURCHASE AGREEMENTPurchase Agreement • November 20th, 1997 • Comforce Corp • Services-help supply services • New York
EXHIBIT 10.1 NEITHER THIS NOTE NOR ANY SECURITIES ISSUABLE UPON THE CONVERSION OR EXCHANGE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE. NEITHER THIS NOTE NOR ANY SECURITIES ISSUABLE...Subordinated Convertible Note • November 13th, 2001 • Comforce Corp • Services-help supply services • New York
