ASSET SALE AND PURCHASE AGREEMENT BY AND BETWEEN NEW STAFF INC. AND ALLIED CONTRACT SERVICES, LLC JUNE 18, 2004Asset Sale and Purchase Agreement • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks • California
This ASSET SALE AND PURCHASE AGREEMENT (this “Agreement”), dated June 18, 2004 (the “Effective Date”), is by and between, New Staff Inc., a California corporation (“New Staff”) and Allied Contract Services, LLC, a Pennsylvania limited liability company (“Allied”). New Staff and Allied are individually referred to in this Agreement as a “Party” and collectively, as the “Parties.”
AMENDED AND RESTATED NOTE MERCER STAFFING, INC. 12% Subordinated Note Due 2008Subordinated Note • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks
This Note re-evidences certain indebtedness previously evidenced by that certain Note dated July 1, 2004 from Allied Contract Services, LLC (“ACS”) to the order of Noteholder (the “Prior Note”) issued pursuant to the Securities Purchase Agreement dated as of July 1, 2004 between ACS and Noteholder.
EMPLOYMENT AGREEMENTEmployment Agreement • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks • Pennsylvania
Mercer Staffing, Inc. (“MS”) hereby makes an offer of employment pursuant to this Employment Agreement (“Agreement”) to Kurt Braun (“Employee”) as the Chief Financial Officer (“CFO”) for Mercer Staffing. The CFO position is a full time position based in our office at Doylestown Office. The job shall report to the Chief Executive Officer (“CEO”).
STOCK PURCHASE AGREEMENT Dated as of July 29, 2005 among MERCER STAFFING, INC., ARAMARK SERVICES, INC. and QUANTUM RESOURCE CORPORATIONStock Purchase Agreement • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks • New York
STOCK PURCHASE AGREEMENT dated as of July 29, 2005 (this “Agreement”) among Mercer Staffing, Inc., a Delaware corporation (“Buyer”), ARAMARK Services Inc., a Delaware corporation (“Seller”), and Quantum Resource Corporation, a Delaware corporation (“Quantum”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks • Pennsylvania
Mercer Staffing (“MS”) hereby makes an offer of employment pursuant to this Employment Agreement (“Agreement”) to J. Todd Warner (“Employee”) as the National Sales Director (“NSD”) for Mercer Staffing. The NSD position is a full time position based in our office at Doylestown Office. The job shall report to the CEO.
AMENDED AND RESTATED NOTE MERCER STAFFING, INC. 9% Subordinated Note Due 2008Subordinated Note • February 12th, 2007 • Terra Nova Acquisition CORP • Blank checks
This Note re-evidences certain indebtedness previously evidenced by that certain Note dated October 15, 2001 from Mercer Ventures, Inc. (“MVI”) to the order of Noteholder (the “Prior Note”) issued pursuant to the Securities Purchase Agreement dated as of October 15, 2001 between MVI and Noteholder.
