0001144204-13-049689 Sample Contracts

Contract
Subordination Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Delaware

THIS 14% SENIOR SUBORDINATED NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATED IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED OCTOBER 17, 2007, AS AMENDED THROUGH AND AS OF THE DATE HEREOF, BY AND AMONG LTN ACQUISITION, LLC, THE MAKERS (AS DEFINED BELOW), THE PAYEE (AS DEFINED BELOW), LEGG MASON SBIC MEZZANINE FUND, L.P., BROOKSIDE PECKS CAPITAL PARTNERS, L.P. AND FIFTH THIRD BANK (AS HEREAFTER MODIFIED, AMENDED, SUPPLEMENTED AND/OR RESTATED FROM TIME TO TIME, THE “SUBORDINATION AGREEMENT”).

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Contract
Senior Subordinated Note • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Delaware

THIS 2013 AMENDED AND RESTATED SENIOR SUBORDINATED NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATED IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED OCTOBER 17, 2007, AS AMENDED THROUGH AND AS OF THE DATE HEREOF, BY AND AMONG LTN ACQUISITION, LLC, THE MAKERS (AS DEFINED BELOW), THE PAYEE (AS DEFINED BELOW), LEGG MASON SBIC MEZZANINE FUND, L.P., BROOKSIDE MEZZANINE FUND II, L.P. AND FIFTH THIRD BANK (AS HEREAFTER MODIFIED, AMENDED, SUPPLEMENTED AND/OR RESTATED FROM TIME TO TIME, THE “SUBORDINATION AGREEMENT”).

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CAPITAL CONTRIBUTION AGREEMENT
Capital Contribution Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Illinois

THIS CAPITAL CONTRIBUTION AGREEMENT (this “Agreement”) is made as of the 28th day of May, 2013, by and among TAGLICH PRIVATE EQUITY, LLC, a Delaware limited liability company (“Obligor”), LTN STAFFING, LLC, a Delaware limited liability company (“LTN Staffing”), BG STAFFING, LLC, a Delaware limited liability company (“BG Staffing”), BG PERSONNEL SERVICES, LP, a Texas limited partnership (“BG Personnel Services”), BG PERSONNEL, LP, a Texas limited partnership (“BG Personnel”), and B G STAFF SERVICES INC., a Texas corporation (“B G Staff Services”, and together with LTN Staffing, BG Staffing, BG Personnel Services and BG Personnel, collectively, “Borrowers” and each a “Borrower”), and FIFTH THIRD BANK, an Ohio banking corporation, successor by merger with Fifth Third Bank, a Michigan banking corporation (together with its successors and assigns, hereinafter referred to as “Lender”).

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NON-DISCLOSURE OF CONFIDENTIAL INFORMATION, NON-SOLICITATION, NON-INTERFERENCE AND NON-COMPETITION AGREEMENT
Non-Disclosure Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Illinois

THIS COVENANT AGREEMENT (this “Covenant Agreement”) is entered into as of the 30th day of April, 2009 (the “Effective Date”) by and between L. Allen Baker, Jr. (‘‘Employee’’) and LTN Staffing, LLC (the “Company”).

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SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS
Loan and Security Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Illinois

This SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”) is made as of the 15th day of June, 2011, by and among LTN STAFFING, LLC, a Delaware limited liability company (“LTN Staffing”), BG STAFFING, LLC, a Delaware limited liability company (“BG Staffing”), BG PERSONNEL SERVICES, LP, a Texas limited partnership (“BG Personnel Services”), BG PERSONNEL, LP, a Texas limited partnership (“BG Personnel”), and B G STAFF SERVICES INC., a Texas corporation (“B G Staff Services”, and together with LTN Staffing, BG Staffing, BG Personnel Services and BG Personnel, collectively, “Borrowers” and each a “Borrower”), and FIFTH THIRD BANK, an Ohio banking corporation, successor by merger with Fifth Third Bank, a Michigan banking corporation (“Lender”).

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CAPITAL CONTRIBUTION AGREEMENT
Capital Contribution Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Delaware

THIS CAPITAL CONTRIBUTION AGREEMENT (this “Agreement”) is made as of the 28th day of May, 2013, by and among TAGLICH PRIVATE EQUITY, LLC, a Delaware limited liability company (“Obligor”), LTN STAFFING, LLC, a Delaware limited liability company (“LTN Staffing”), BG STAFFING, LLC, a Delaware limited liability company (“BG Staffing”), BG PERSONNEL SERVICES, LP, a Texas limited partnership (“BG Personnel Services”), BG PERSONNEL, LP, a Texas limited partnership (“BG Personnel”), and B G STAFF SERVICES EMC., a Texas corporation (“B G Staff Services”, and together with LTN Staffing, BG Staffing, BG Personnel Services and BG Personnel, collectively, “Borrowers” and each a “Borrower”), LEGG MASON SBIC MEZZANINE FUND, L.P., a Delaware limited partnership (“Calvert”), BROOKSIDE PECKS CAPITAL PARTNERS, L.P., a Delaware limited partnership (“Brookside”) and BROOKSIDE MEZZANINE FUND II, L.P., a Delaware limited partnership (“Brookside II”; and, together with Calvert and Brookside, collectively, the

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ASSET PURCHASE AGREEMENT by and among BG STAFFING, LLC, as Buyer, AMERICAN PARTNERS, INC., as Seller, and, in each case below, solely for the purposes set forth therein, THOMAS LEONARD, JUSTIN FRANKS AND RONALD WNEK, collectively as the Selling...
Asset Purchase Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Delaware

This Asset Purchase Agreement (this “Agreement”), dated as of December 3, 2012, is made and entered into by and among BG Staffing, LLC, a Delaware limited liability company (“Buyer”), American Partners, Inc., a Rhode Island corporation (“Seller”), and, in each case of (i) and (ii) below, solely for purposes stated herein, (i) Thomas Leonard, a resident of Massachusetts, Justin Franks, a resident of Rhode Island, and Ronald Wnek, a resident of Florida (collectively, the “Selling Persons”), and (ii) LTN Acquisition, LLC, a Delaware limited liability company (“Holdco”).

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AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT Dated: May 28, 2013 Among LTN ACQUISITION, LLC, LTN STAFFING, LLC, BG STAFFING, LLC, BG PERSONNEL SERVICES, LP, BG PERSONNEL, LP, and B G STAFF SERVICES INC. As Companies hereunder and LEGG MASON SBIC...
Securities Purchase Agreement • September 9th, 2013 • LTN Staffing, LLC • Services-help supply services • Delaware

THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT made and entered into May 28, 2013, by and among (i) LTN ACQUISITION, LLC, a Delaware limited liability company (the “Parent”), LTN STAFFING, LLC, a Delaware limited liability company formerly known as LTN Operating Co., LLC and wholly-owned subsidiary of the Parent (“LTN Staffing”), BG STAFFING, LLC, a Delaware limited liability company and wholly-owned subsidiary of LTN Staffing (“BG Staffing”), BG PERSONNEL SERVICES, LP, a Texas limited partnership and subsidiary of LTN Staffing (“BG Personnel Services”), BG PERSONNEL, LP, a Texas limited partnership and subsidiary of LTN Staffing (“BG Personnel”), and B G STAFF SERVICES INC., a Texas corporation and wholly-owned subsidiary of LTN Staffing (“B G Staff Services”; and together with LTN Staffing, BG Staffing, BG Personnel Services and BG Personnel, collectively, “Borrowers” and each a “Borrower”; and, together with the Parent and the Borrowers, collectively, the “Companies” and ea

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