EMPLOYMENT AGREEMENTEmployment Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Florida
The Employer wishes to employ the Employee and the Employee wishes to serve the Employer upon the terms and subject to the conditions herein contained.
ContractNote Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Illinois
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS NOTE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF REQUESTED BY THE COMPANY), IN A FORM REASONABLY ACCEPTABLE TO THE COMPANY, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD OR ELIGIBLE TO BE SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING ANYTHING CONTAINED IN THIS NOTE TO THE CONTRARY, THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THIS NOTE. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTION 13(a) HEREOF.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 13th day of August, 2010, by and between WORKSTREAM INC., a Canadian corporation (the “Company”), and JWL INVESTMENTS LLC, a Delaware limited liability company, DAVID KENNEDY and EZRA SCHNEIER (each, an “Investor” and collectively, the “Investors”).
THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Illinois
This THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 13, 2010, is by and among Workstream Inc., a corporation existing pursuant to the Canada Business Corporations Act (the “Company”), and the undersigned buyers (each, a “Buyer”, and collectively, the “Buyers”).
ContractExchange and Share Purchase Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Illinois
This 2010 EXCHANGE AND SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of August 13, 2010, is being entered into by and between Workstream Inc., a corporation existing pursuant to the Canada Business Corporations Act (the “Company”), and ____________________ (the “Holder”).
GUARANTYGuaranty • August 19th, 2010 • Workstream Inc • Services-business services, nec • Illinois
This Guaranty is made this 13th day of August 2010, by such Guarantors listed on the signature pages hereof (collectively, jointly and severally, “Guarantors”, and each, individually, a “Guarantor”), in favor of CCM Master Qualified Fund, Ltd. (together with its successors and assigns, “Noteholder”).
SECURITY AGREEMENTSecurity Agreement • August 19th, 2010 • Workstream Inc • Services-business services, nec • Illinois
This SECURITY AGREEMENT (this “Agreement”), dated as of August 13, 2010, is made by and among the Grantors listed on the signature pages hereof (collectively, jointly and severally, the “Grantors” and each, individually, a “Grantor”), and CCM Master Qualified Fund, Ltd. (the “Secured Party”).
