AGREEMENT AND PLAN OF MERGER BY AND AMONG KOOSHAREM CORPORATION, RT ACQUISITION CORP. AND REMEDYTEMP, INC. DATED AS OF May 10, 2006Merger Agreement • May 11th, 2006 • Remedytemp Inc • Services-help supply services • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of May 10, 2006 (this “Agreement”), by and among KOOSHAREM CORPORATION, a California corporation (“Parent”), RT ACQUISITION CORP., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and REMEDYTEMP, Inc., a California corporation (the “Company”).
REMEDYTEMP, INC. AMENDMENT TO SHAREHOLDER RIGHTS AGREEMENTShareholder Rights Agreement • May 11th, 2006 • Remedytemp Inc • Services-help supply services • California
WHEREAS, the Company and the Rights Agent entered into a Shareholder Rights Agreement, dated as of July 10, 1996 (the “Rights Agreement”) (capitalized terms used in this Amendment but not defined herein shall have the meaning assigned to them in the Rights Agreement); and
VOTING AGREEMENTVoting Agreement • May 11th, 2006 • Remedytemp Inc • Services-help supply services • Delaware
VOTING AGREEMENT (this “Agreement”) dated as of May 10, 2006, is by and among KOOSHAREM CORPORATION, a California corporation (“Parent”), RT ACQUISITION CORP., a Delaware corporation (“Merger Sub”), and each Person (as defined in the Merger Agreement (as defined below)) listed on the signature page hereof as a shareholder (each, a “Shareholder,” and collectively, the “Shareholders”). For purposes of this Agreement, capitalized terms used and not defined herein shall have the respective meanings ascribed to them in the Agreement and Plan of Merger, dated as of the date hereof (the “Merger Agreement”), by and among Parent, Merger Sub and RemedyTemp, Inc., a California corporation (the “Company”).
