0001144204-10-047809 Sample Contracts

ACCOUNT PURCHASE AGREEMENT

Account Purchase Agreement • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • Colorado

• Contract Type
  Account Purchase Agreement
• Filed
  September 1st, 2010
• Company
  Corporate Resource Services, Inc.
• Industry
  Services-help supply services
• Jurisdiction
  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 GUARANTY

Continuing Guaranty • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • Colorado

• Contract Type
  Continuing Guaranty
• Filed
  September 1st, 2010
• Company
  Corporate Resource Services, Inc.
• Industry
  Services-help supply services
• Jurisdiction
  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, 2010

Merger Agreement • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • New York

• Contract Type
  Merger Agreement
• Filed
  September 1st, 2010
• Company
  Corporate Resource Services, Inc.
• Industry
  Services-help supply services
• Jurisdiction
  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 AGREEMENT

Registration Rights Agreement • September 1st, 2010 • Corporate Resource Services, Inc. • Services-help supply services • New York

• Contract Type
  Registration Rights Agreement
• Filed
  September 1st, 2010
• Company
  Corporate Resource Services, Inc.
• Industry
  Services-help supply services
• Jurisdiction
  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).