EXHIBIT O
JOINDER AGREEMENT
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THIS JOINDER AGREEMENT ("Agreement") is made as of August 5,
2002, between WYNNCHURCH CAPITAL PARTNERS, L.P., a Delaware
limited partnership ("Wynnchurch U.S."), Wynnchurch Capital
Partners Canada, L.P., an Alberta, Canada limited partnership
("Wynnchurch Canada", and Wynnchurch U.S. and Wynnchurch Canada
collectively, "Wynnchurch"), Xxxxxx Xxxxxxxx ("Xxxxxxxx"), and
ALTERNATIVE RESOURCES CORPORATION, a Delaware corporation
("Company").
A. Wynnchurch are parties with the Company to a
Registration Rights Agreement dated January 31, 2002
("Registration Rights Agreement") relating, among other things,
to the registration under the Securities Act of 1933 of shares of
common stock par value $0.01 per share of the Company ("Company
Shares") which may be issued pursuant to exercise of the warrants
issued to Wynnchurch on January 31, 2002.
X. Xxxxxxxx is acquiring from Wynnchurch a Warrant
permitting Stanojev to purchase up to 500,000 Company Shares
("Stanojev Warrant").
C. The parties desire to confirm Stanojev's rights under
the Registration Rights Agreement with respect to Company Shares
that he may acquire from Wynnchurch upon exercise of the
Stanojev Warrant.
In consideration of Stanojev's services to be provided as
Chairman of the Board of Directors of the Company, the parties
agree as follows:
1. Status of Shares. The parties agree that any Company
Shares acquired by Stanojev pursuant to exercise of the Stanojev
Warrant shall have the status of Registrable Securities under the
Registration Rights Agreement, except that Stanojev does not have
the right to request a registration described in the first
sentence of Section 1.4(a) of the Registration Rights Agreement.
2. Certain Provisions Regarding Major Transactions. In the
event that a Major Transaction (as defined in the Stanojev
Warrant) occurs and shares issued to Stanojev in replacement for
Company Shares acquired by him by exercise of the Stanojev
Warrant are not able to be sold immediately and in full by
Stanojev without registration of such shares under the Securities
Act, the Company shall cause the issuer of any security in such
transaction which constitutes Registrable Securities under the
Registration Rights Agreement to assume all of the Company's
obligations under the Registration Rights Agreement.
3. Applicable Law. This Agreement shall be governed and
controlled as to validity, enforcement, interpretation,
construction, effect and in all other respects by the internal
laws of the State of Illinois applicable to contracts made in
that State.
4. Binding Effect; Benefit. This Agreement shall
inure to the benefit of and be binding upon the parties
hereto, and their heirs, representatives, successors
and permitted assigns. Nothing in this Agreement,
express or implied, is intended to confer on any person
Exhibits: Page 25
other than the parties hereto, and their respective heirs,
representatives, successors and permitted assigns any rights,
remedies, obligations or liabilities under or by reason of
this Agreement.
5. Assignability. This Agreement shall not be assignable
by Stanojev.
6. Amendments. This Agreement shall not be modified or
amended except pursuant to an instrument in writing executed and
delivered on behalf of each of the parties hereto.
7. Headings. The headings contained in this Agreement are
for convenience of reference only and shall not affect the
meaning or interpretation of this Agreement.
[SIGNATURE PAGE FOLLOWS]
Exhibits: Page 26
IN WITNESS WHEREOF, the parties have executed this Joinder
Agreement on the date first above written.
WYNNCHURCH CAPITAL PARTNERS, L.P.
By: Wynnchurch Partners, L.P.,
its general partner
By: Wynnchurch Management Inc.,
its general partner
By:/s/ Xxxx Xxxxxxxx
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Name: Xxxx Xxxxxxxx
Title: President
WYNNCHURCH CAPITAL PARTNERS CANADA,
L.P.
By: Wynnchurch Partners Canada, L.P.,
its general partner
By: Wynnchurch GP Canada, its
general partner
By:/s/ Xxxx Xxxxxxxx
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Name: Xxxx Xxxxxxxx
Title: President
STANOJEV:
/s/ Xxxxxx Xxxxxxxx
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Name: Xxxxxx Xxxxxxxx
COMPANY
ALTERNATIVE RESOURCES CORPORATION
By:/s/ Xxxxxx Xxxxx
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Name: Xxxxxx Xxxxx
Title: President and
Chief Executive Officer
Exhibits: Page 27
