ACCOUNT PURCHASE AGREEMENTAccount Purchase Agreement • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • Colorado
This Account Purchase Agreement is dated as of August 27, 2010 is entered into between Wells Fargo Bank, National Association (together with its participants, successors and assigns, “WFBC”), acting through its Wells Fargo Business Credit operating division, and Insurance Overload Acquisition Corp., a Delaware corporation (the “Customer”). The Customer and WFBC agree as follows:
CONTINUING GUARANTYCorporate Resource Services, Inc. • September 1st, 2010 • Services-help supply services • Colorado
AGREEMENT AND PLAN OF MERGER BY AND AMONG CORPORATE RESOURCE SERVICES, INC., INSURANCE OVERLOAD ACQUISITION CORP. TS STAFFING CORP. AND TRI-OVERLOAD STAFFING INC. Dated as of August 27, 2010Agreement and Plan of Merger • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of August 27, 2010, is made among TS STAFFING CORP., a Florida corporation (“Parent”), TRI-OVERLOAD STAFFING INC., a Nevada corporation and a wholly owned subsidiary of Parent (the “Company”), CORPORATE RESOURCE SERVICES, INC., a Delaware corporation (“Purchaser”), and INSURANCE OVERLOAD ACQUISITION CORP., a Delaware corporation and wholly owned subsidiary of Purchaser (“Merger Subsidiary”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • New York
This REGISTRATION RIGHTS AGREEMENT (“Agreement”) is made as of August 27, 2010, by and among Corporate Resource Services, Inc., a Delaware corporation (the “Company”), and TS Staffing Corp., a Florida corporation (the “Stockholder”), and each person or entity that subsequently becomes a party to this Agreement. Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in the Merger Agreement (as defined below).
