STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 13th, 2007 • DelStaff, LLC • Services-help supply services • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2007, is entered into by and among DelStaff, LLC, a Delaware limited liability company (“Buyer”), W. Robert Stover (“WRS”) and each of the stockholders of Westaff, Inc., a Delaware corporation (the “Company”), listed on Exhibit A attached hereto (collectively, the “Stockholders”).
DelStaff, LLC c/o H.I.G. Capital, LLC 855 Boylston Street — 11th Floor Boston, Massachusetts 02116DelStaff, LLC • March 13th, 2007 • Services-help supply services • Delaware
Reference is made to the Stock Purchase Agreement, dated as of February 28, 2007, by and among DelStaff, LLC (“DelStaff”), you, and the stockholders of Westaff, Inc. (the “Company”) set forth on Exhibit A thereto (the “Purchase Agreement”). Capitalized terms appearing herein but not defined herein have the meanings ascribed to such terms in the Purchase Agreement.
DELSTAFF, LLC A Delaware Limited Liability Company LIMITED LIABILITY COMPANY AGREEMENT Dated as of February 28, 2007Limited Liability Company Agreement • March 13th, 2007 • DelStaff, LLC • Services-help supply services • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT of DelStaff, LLC (this “Agreement”), dated as of February 28, 2007 is adopted by, and executed and agreed to, for good and valuable consideration, by the Members and Delstaff, LLC.
JOINT FILING AGREEMENTJoint Filing Agreement • March 13th, 2007 • DelStaff, LLC • Services-help supply services
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
