DIVERSIFIED CORPORATE RESOURCES, INC. COMMON STOCK WARRANTDiversified Corporate Resources Inc • September 2nd, 1997 • Services-employment agencies • Texas
PLEDGE AGREEMENT THIS PLEDGE AGREEMENT ("Agreement") is made as of the _____ day of December, 1998, by DCRI L.P. No. 2, INC., a Texas corporation (hereinafter called "Borrower"), in favor of COMPASS BANK ("Bank"). J. Michael Moore joins in this...Pledge Agreement • January 28th, 1999 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
andRights Agreement • May 8th, 1998 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
EMPLOYMENT AGREEMENT RE: FILARSKIEmployment Agreement • August 20th, 2001 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
EXHIBIT 4.9 CORPDAL:64543.5 28722-00003 AMENDED AND RESTATED STOCK OPTION AGREEMENT RE: HUNTER THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and Samuel E. Hunter (herein called...Diversified Corporate Resources Inc • May 27th, 1997 • Services-employment agencies
THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and Samuel E. Hunter (herein called "Optionee") on the date set forth on the signature page hereof, but effective as of December 27, 1996. WHEREAS, the Optionee is an officer and director of the Company; and WHEREAS, the Company considers it desirable and in its best interests that Optionee be given an opportunity to acquire an equity interest in the Company in the form of an option to purchase shares of common stock of the Company (the "Common Stock"); and WHEREAS, the options covered by this Agreement are issued pursuant to the Company's 1996 Nonqualified Stock Option Plan (the "Plan"). NOW, THEREFORE, in consideration of the premises, it is agreed as follows: 1. GRANT OF OPTION. The Company shall and does hereby grant to Optionee the right, privilege and option to purchase 30,000 shares (the "Shares") of Common Stock for the prices per share in the manner and subject t
Exhibit 10.6 SECURITY AGREEMENT THIS SECURITY AGREEMENT is made and entered into by and between DIVERSIFIED CORORATE RESOURCES, INC., a Texas corporation, whose address is 12801 N. Central Expwy., Suite 350, Dallas, Texas 75243 (herein referred to as...Security Agreement • November 17th, 1998 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
AMENDMENT TO LOAN AGREEMENT Amendment #1 Dated August 26, 1996 The LOAN AGREEMENT dated August 26, 1996 (the "Agreement"), between Concord Growth Corporation, a California corporation, and information Systems Consulting Corp., a corporation; and The...Loan Agreement • April 15th, 1997 • Diversified Corporate Resources Inc • Services-employment agencies
ARTICLE 1 ---------Asset Purchase Agreement • October 22nd, 1998 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
NOTE PURCHASE AGREEMENT ----------------------- THIS NOTE PURCHASE AGREEMENT ("Agreement") is executed to be effective December ___, 1998, by and among COMPASS BANK, a Texas state chartered banking institution ("Bank"), DCRI L.P. NO. 2, INC., a Texas...Note Purchase Agreement • January 28th, 1999 • Diversified Corporate Resources Inc • Services-employment agencies
EXHIBIT 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this "Agreement"), is between Diversified Corporate Resources, Inc., a Texas corporation (the "Company") and Mark E. Cline (the "Indemnitee"). W I T N E S S E T H: - - - - - - - -...Indemnification Agreement • August 14th, 2002 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
between GREENFIELD COMMERCIAL CREDIT, L.L.C. (as Lender) and DIVERSIFIED CORPORATE RESOURCES, INC. (as Borrower)Loan and Security Agreement • January 8th, 2003 • Diversified Corporate Resources Inc • Services-employment agencies
REVOLVING PROMISSORY NOTE $4,500,000.00 Dallas, Texas July 8, 1999 FOR VALUE RECEIVED, the undersigned, DIVERSIFIED CORPORATE RESOURCES, INC., MANAGEMENT ALLIANCE CORPORATION, INFORMATION SYSTEMS CONSULTING CORP., TRAIN INTERNATIONAL, INC., and GEIER...Diversified Corporate Resources Inc • August 16th, 1999 • Services-employment agencies • Texas
EXHIBIT 4.7 CORPDAL:64543.5 28722-00003 AMENDED AND RESTATED STOCK OPTION AGREEMENT RE: BAILEY THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and Donald A. Bailey (herein called...Diversified Corporate Resources Inc • May 27th, 1997 • Services-employment agencies
THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and Donald A. Bailey (herein called "Optionee") on the date set forth on the signature page hereof, but effective as of December 27, 1996. WHEREAS, the Optionee is an officer and director of the Company; and WHEREAS, the Company considers it desirable and in its best interests that Optionee be given an opportunity to acquire an equity interest in the Company in the form of an option to purchase shares of common stock of the Company (the "Common Stock"); and WHEREAS, the options covered by this Agreement are issued pursuant to the Company's 1996 Nonqualified Stock Option Plan (the "Plan"). NOW, THEREFORE, in consideration of the premises, it is agreed as follows: 1. GRANT OF OPTION. The Company shall and does hereby grant to Optionee the right, privilege and option to purchase 30,000 shares (the "Shares") of Common Stock for the prices per share in the manner and subject t
AMONGLoan and Security Agreement • August 11th, 2000 • Diversified Corporate Resources Inc • Services-employment agencies • New York
FIRST AMENDMENT TO AMENDED AND RESTATED STOCK OPTION AGREEMENTStock Option Agreement • May 15th, 1998 • Diversified Corporate Resources Inc • Services-employment agencies
WITNESSETH:Loan and Security Agreement • August 20th, 2001 • Diversified Corporate Resources Inc • Services-employment agencies • New York
ARTICLE 1Purchase Agreement • March 22nd, 2000 • Diversified Corporate Resources Inc • Services-employment agencies • Delaware
RECITALSSubordination Agreement • January 8th, 2003 • Diversified Corporate Resources Inc • Services-employment agencies • Michigan
STOCK OPTION AGREEMENT RE: FARRINGTON THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and Deborah A. Farrington (herein called "Optionee") on the date set forth on the signature page...Stock Option Agreement • May 15th, 1998 • Diversified Corporate Resources Inc • Services-employment agencies
LOAN AGREEMENT This Loan Agreement (the "Agreement") is entered into as of August 26, 1996, between Information Systems Consulting Corp., a Corporation ("Borrower"), with its chief executive office and principal place of business located at the...Loan Agreement • April 15th, 1997 • Diversified Corporate Resources Inc • Services-employment agencies
EMPLOYMENT AGREEMENT RE: HOSMER THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into by and between Mountain Ltd., a Maine corporation (herein referred to as the "Company"), Joseph H. Hosmer (herein referred to as the "Executive"), MAGIC...Employment Agreement • August 16th, 1999 • Diversified Corporate Resources Inc • Services-employment agencies • Maine
AMENDED AND RESTATED EMPLOYMENT AGREEMENT RE: M. TED DILLARD THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into by and between Diversified Corporate Resources, Inc., a Texas corporation (herein referred to as the "Company"), and M. Ted...Employment Agreement • November 14th, 2000 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
EMPLOYMENT AGREEMENT RE: WOOEmployment Agreement • May 15th, 1998 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
NONQUALIFIED STOCK OPTION UNDER THE DIVERSIFIED CORPORATE RESOURCES, INC. AMENDED AND RESTATED 1996 NONQUALIFIED STOCK OPTION PLANDiversified Corporate Resources Inc • May 15th, 1998 • Services-employment agencies
GENERAL CONTINUING GUARANTY (v. 102595) In order to induce CONCORD GROWTH CORPORATION, a California corporation, and any other Co-Lender or Participant as specified in the Agreements ("Lender") to extend and/or to continue to extend financial...Diversified Corporate Resources Inc • April 15th, 1997 • Services-employment agencies • California
Exhibit 10.56 AGREEMENTAgreement • April 24th, 2002 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
DIVERSIFIED CORPORATE RESOURCES, INC. LOCK-UP LETTER August 20, 1997 CRUTTENDEN ROTH INCORPORATED 18301 Von Kannan, Suite 100 Irvine, California 92715 Ladies and Gentlemen: The undersigned understands that you and certain other firms propose to enter...Diversified Corporate Resources Inc • November 10th, 1997 • Services-employment agencies
The undersigned understands that you and certain other firms propose to enter into an Underwriting Agreement (the "Underwriting Agreement") providing for the purchase by you and such other firms (the "Underwriters") of shares (the "Shares") of Common Stock, par value $0.10 per share (the "Common Stock"), of Diversified Corporate Resources, Inc., a Texas corporation (the "Company") and that the Underwriters propose to reoffer the Shares to the public (the "Public Offering").
NORTH CENTRAL PLAZA THREEOffice Lease Agreement • September 2nd, 1997 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
EXHIBIT 4.10 CORPDAL:64543.5 28722-00003 AMENDED AND RESTATED STOCK OPTION AGREEMENT RE: MOORE THIS AGREEMENT is executed by Diversified Corporate Resources, Inc., a Texas corporation (herein called "Company"), and J. Michael Moore (herein called...Diversified Corporate Resources Inc • May 27th, 1997 • Services-employment agencies
WITNESSETHFirst Amendment • September 2nd, 1997 • Diversified Corporate Resources Inc • Services-employment agencies
THIS AMENDMENT TO STOCK OPTION AGREEMENT (herein referred to as the "Pricing Amendment") is entered into by and between Diversified Corporate Resources, Inc., a Texas corporation ("DCRI"), and Douglas G. Furra (the "Employee"). W I T N E S S E T H:Stock Option Agreement • March 30th, 1999 • Diversified Corporate Resources Inc • Services-employment agencies
Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT RE: J. MICHAEL MOORE THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") is entered into by and between Diversified Corporate Resources, Inc., a Texas Corporation (herein referred to...Employment Agreement • November 14th, 2001 • Diversified Corporate Resources Inc • Services-employment agencies • Texas
WITNESSETHFourth Amendment • September 2nd, 1997 • Diversified Corporate Resources Inc • Services-employment agencies
IMPERIAL BANK LOGO] IMPERIAL BANK Member FDIC GENERAL SECURITY AGREEMENT (Tangible and Intangible Personal Property)General Security Agreement • November 10th, 1997 • Diversified Corporate Resources Inc • Services-employment agencies • California
SECOND AMENDMENTSecond Amendment • September 2nd, 1997 • Diversified Corporate Resources Inc • Services-employment agencies
