AMENDED EMPLOYMENT AGREEMENT RE: MICHAEL LEEEmployment Agreement • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
THIS AMENDED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between Diversified Corporate Resources, Inc., a Texas Corporation (herein referred to as the “Company”) and Michael Lee (herein referred to as the “Executive”).
PARTICIPATION AGREEMENTParticipation Agreement • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies • Michigan
THIS PARTICIPATION AGREEMENT (“Agreement”), made effective November 2, 2004, between the undersigned as Seller and Purchaser to provide for the sale and purchase of a participation in the Credit described above to Borrower (“Credit”) for the share indicated above, and to further delineate the rights, duties, and liabilities of Seller and Purchaser in relation to the making and servicing of the Credit and application of payments:
FIRST AMENDMENT TO LINE OF CREDIT PROMISSORY NOTELine of Credit Promissory Note • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies
This First Amendment to Line of Credit Promissory Note (this “First Amendment”) is dated March 10, 2005, by and among Diversified Corporate Resources, Inc., a Texas corporation (the “Obligor”) and the James R. Colpitt Trust (the “Holder”).
DIVERSIFIED CORPORATE RESOURCES, INC. PROMISSORY NOTEPromissory Note • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies
This Note (this “Note”) is issued by Diversified Corporate Resources, Inc., a Texas corporation (the “Obligor”), to the James R. Colpitt Trust (the “Holder”).
VOID AFTER 5:00 P.M., EASTERN TIME, ON (3 years from date of funding)Common Stock Purchase Warrant • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
THIS WARRANT AND THE SHARES OF COMMON STOCK UNDERLYING THIS WARRANT (COLLECTIVELY, THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, ASSIGNED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER SUCH ACT OR IN A TRANSACTION THAT, IN THE OPINION OF COUNSEL TO THE ISSUER, QUALIFIES AS AN EXEMPT TRANSACTION UNDER SUCH ACT AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER.
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 30th, 2005 • Diversified Corporate Resources Inc • Services-employment agencies
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (“Second Amendment”) is entered into effective as of March 12, 2005 by and among GREENFIELD COMMERCIAL CREDIT, L.L.C., a Michigan limited liability company (“Lender”), INFORMATION SYSTEMS CONSULTING CORP., a Texas corporation, MANAGEMENT ALLIANCE CORPORATION, a Texas corporation, TEXCEL SERVICES, INC. a Pennsylvania corporation, and PREFERRED FUNDING CORPORATION, a Texas corporation (collectively “Borrowers”) and DIVERSIFIED CORPORATE RESOURCES, INC. a Texas corporation, DATATEK CROUP CORPORATION, a Texas corporation and MANAGEMENT ALLIANCE GROUP OF INDEPENDENT CONSULTANTS, INC., a Texas corporation (collectively “Guarantors”) and J. Michael Moore (“Validity Guarantor” which shall be included in references to “Guarantors” below).
