0001193125-06-159496 Sample Contracts

FISCAL AND PAYING AGENCY AGREEMENT JUNE 14, 2006 Between MANPOWER INC. and CITIBANK, N.A. as Fiscal Agent, Principal Paying Agent, Registrar and Transfer Agent and CITIBANK INTERNATIONAL PLC as Irish Paying Agent Allen & Overy LLP
Fiscal and Paying Agency Agreement • August 3rd, 2006 • Manpower Inc /Wi/ • Services-help supply services • New York

FISCAL AND PAYING AGENCY AGREEMENT dated as of June 14, 2006 (the Agreement) among MANPOWER INC., a corporation organized under the laws of the State of Wisconsin (the Company), CITIBANK, N.A., acting through its office at 21st Floor, Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB, England, as fiscal and principal paying agent, (Citibank, N.A. or any successor or additional person acting as fiscal and principal paying agent appointed hereunder being called the Fiscal Agent) and CITIBANK INTERNATIONAL PLC acting through its office at 1 North Wall Quay, Dublin 1, Ireland, as additional paying agent (the Irish Paying Agent) and, together with the Fiscal Agent, the Paying Agents).

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