AMENDED AND RESTATED NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 19th, 2017 • Staffing 360 Solutions, Inc. • Services-help supply services
INTERCREDITOR AGREEMENTIntercreditor Agreement • September 19th, 2017 • Staffing 360 Solutions, Inc. • Services-help supply services • Maryland
THIS INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of September 15, 2017, among JACKSON INVESTMENT GROUP, LLC, a Georgia limited liability company, as purchaser and holder of the Term Note (as defined below) and as secured party under the Term Debt Documents (as defined below) (“Term Note Purchaser”), STAFFING 360 SOLUTIONS, INC., a Delaware corporation (“Parent”), certain of the Parent’s subsidiaries party hereto, and MIDCAP FUNDING X TRUST, a Delaware statutory trust and successor by assignment from MidCap Financial Trust, as Agent for the financial institutions or other entities from time to time parties to the ABL Loan Agreement (as hereinafter defined) (acting in such capacity, “Agent”), and as a “Lender” under the ABL Loan Agreement, or such then present holder or holders of the ABL Loans (as hereinafter defined) as may from time to time exist (as the “Lenders” under the ABL Loan Agreement; collectively with the Agent, the “ABL Lenders”). Reference in this Agreeme
ASSET PURCHASE AGREEMENT by and among STAFFING 360 Georgia, LLC, Firstpro Inc., FIRSTPRO GEORGIA LLC, April F. Nagel, and Philip Nagel, Dated as of September 15, 2017Asset Purchase Agreement • September 19th, 2017 • Staffing 360 Solutions, Inc. • Services-help supply services • Delaware
This Asset Purchase Agreement (this “Agreement”) is executed and delivered as of September 15, 2017, by and among (i) Staffing 360 Georgia, LLC, a Georgia limited liability company (“Buyer”), (ii) Firstpro Inc., a Georgia corporation (“FPI”), (iii) Firstpro Georgia LLC, a Georgia limited liability company (“FPL” and together with FPI, the “Sellers” and each a “Seller”), April F. Nagel, an individual residing at [REDACTED] (“Mrs. Nagel”), and Philip Nagel, an individual residing at [REDACTED] (“Mr. Nagel” and together with Mrs. Nagel, the “Principals”). Capitalized terms used and not otherwise defined herein have the meanings set forth in Article 8.
Date 15 September 2017Agreement • September 19th, 2017 • Staffing 360 Solutions, Inc. • Services-help supply services • England and Wales
AMENDMENT NO. 8 AND JOINDER AGREEMENT TO CREDIT AND SECURITY AGREEMENT AND LIMITED CONSENTCredit and Security Agreement • September 19th, 2017 • Staffing 360 Solutions, Inc. • Services-help supply services
THIS AMENDMENT NO. 8 AND JOINDER AGREEMENT TO CREDIT AND SECURITY AGREEMENT AND LIMITED CONSENT (this “Amendment”) is dated as of the 15th day of September, 2017, by and among PEOPLESERVE, INC., a Massachusetts corporation, MONROE STAFFING SERVICES, LLC, a Delaware limited liability company, FARO RECRUITMENT AMERICA, INC., a New York corporation, and LIGHTHOUSE PLACEMENT SERVICES, INC., a Massachusetts corporation, and PEOPLESERVE PRS, INC., a Massachusetts corporation (each of the foregoing Persons being referred to herein individually as a “Existing Borrower”, and collectively as “Existing Borrowers”) and STAFFING 360 GEORGIA, LLC, a Georgia limited liability company (“New Borrower”; and together with Existing Borrowers and each Subsidiary joining the Credit Agreement as hereinafter defined as a Borrower, individually, each a “Borrower” and collectively, “Borrowers”), STAFFING 360 SOLUTIONS, INC., a Delaware corporation (as “Parent”), and MIDCAP FUNDING X TRUST, a Delaware statutory
