Western Staff Services Inc Sample Contracts

February 19th, 2002 · Common Contracts · 66 similar
Westaff IncWESTAFF, INC. STOCK OPTION AGREEMENT
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February 2nd, 2009 · Common Contracts · 35 similar
Westaff IncAGREEMENT AND PLAN OF MERGER BY AND AMONG KOOSHAREM CORPORATION, SELECT MERGER SUB INC. AND WESTAFF, INC. DATED AS OF JANUARY 28, 2009

This AGREEMENT AND PLAN OF MERGER, dated as of January 28, 2009 (this “Agreement”), by and among KOOSHAREM CORPORATION, a California corporation doing business as Select Staffing (“Parent”), SELECT MERGER SUB INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and WESTAFF, INC., a Delaware corporation (the “Company”).

March 17th, 1998 · Common Contracts · 6 similar
Western Staff Services IncEXHIBIT 99.5
January 31st, 1997 · Common Contracts · 4 similar
Western Staff Services IncEXHIBIT 10.7.2 Form of Stock Option Agreement
January 31st, 1997 · Common Contracts · 3 similar
Western Staff Services IncEXHIBIT 10.11.1 WESTERN STAFF SERVICES, INC. STOCK PURCHASE AGREEMENT I hereby elect to participate in the Employee Stock Purchase Plan (the "ESPP") beginning with the purchase period specified below, and I hereby subscribe to purchase shares of Common ...
May 1st, 2007 · Common Contracts · 3 similar
Westaff IncGOVERNANCE AGREEMENT

This Governance Agreement (this “Agreement”), dated as of April 30, 2007, is entered into by and among Westaff, Inc., a Delaware corporation (the “Company”), DelStaff, LLC, a Delaware limited liability company (“DelStaff”), and Michael T. Willis, a natural person and a member of DelStaff (for the purposes of Articles II and IV only) and W. Robert Stover, a natural person (for the purposes of Section 5.3 only).

January 31st, 1997 · Common Contracts · 2 similar
Western Staff Services IncExhibit 10.11.4 WESTERN STAFF SERVICES, INC. STOCK PURCHASE AGREEMENT I hereby elect to participate in the International Employee Stock Purchase Plan (the "Plan") beginning with the purchase period specified below, and I hereby subscribe to purchase ...
June 4th, 2002 · Common Contracts · 2 similar
Westaff IncRECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO:
August 29th, 2007 · Common Contracts · 2 similar
Westaff IncEmployment Contract

This contract is entered into by and between Phillip Bland (hereafter “you”) and Westaff (USA), Inc. /Westaff Support, Inc. (“Westaff”).

June 5th, 2007 · Common Contracts · 2 similar
Westaff IncMULTICURRENCY CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT OF GUARANTORS

This ELEVENTH AMENDMENT TO MULTICURRENCY CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT OF GUARANTORS (this “Amendment”) is dated as of May 24, 2007 and entered into by and among WESTAFF, INC., a Delaware corporation (“Parent”), WESTAFF (USA), INC., a California corporation (“US Borrower”), WESTAFF (U.K.) LIMITED, a limited liability company incorporated under the laws of England and Wales (“UK Borrower”) WESTAFF SUPPORT, INC., a California corporation (“Term Borrower”, and together with US Borrower and UK Borrower, the “Borrowers”), the financial institutions signatory hereto that are parties as Lenders to the Credit Agreement referred to below (the “Lenders”), and GENERAL ELECTRIC CAPITAL CORPORATION, as agent for the US Revolving Lenders, the Term Lenders and the UK Revolving Lenders (as defined in the Credit Agreement referred to below).

March 10th, 2000 · Common Contracts · 2 similar
Westaff IncSUPPORT AGREEMENT This SUPPORT AGREEMENT is entered into as of March 7th, 2000, among Westaff Acquisition Corp., a Delaware corporation ("WAC"), and the persons listed on Schedule A hereto (each a "STOCKHOLDER", and, collectively, the "STOCKHOLDERS"). ...
February 19th, 2002
Westaff IncWESTAFF, INC. AUTOMATIC STOCK OPTION AGREEMENT
January 5th, 2007
Westaff IncMULTICURRENCY CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT OF GUARANTORS

This TENTH AMENDMENT TO MULTICURRENCY CREDIT AGREEMENT, LIMITED WAIVER AND CONSENT OF GUARANTORS (this “Amendment”) is dated as of Jan. 2, 2007, and entered into by and among WESTAFF, INC., a Delaware corporation (“Parent”), WESTAFF (USA), INC., a California corporation (“US Borrower”), WESTAFF (U.K.) LIMITED, a limited liability company incorporated under the laws of England and Wales (“UK Borrower”) WESTAFF SUPPORT, INC., a California corporation (“Term Borrower”, and together with US Borrower and UK Borrower, the “Borrowers”), the financial institutions signatory hereto that are parties as Lenders to the Credit Agreement referred to below (the “Lenders”), and GENERAL ELECTRIC CAPITAL CORPORATION, as agent for the US Revolving Lenders, the Term Lenders and the UK Revolving Lenders (as defined in the Credit Agreement referred to below).

February 13th, 2009
Westaff IncLOAN AGREEMENT

This LOAN AGREEMENT (this "Agreement") is entered into as of August 25, 2008, among Westaff (USA), Inc., a California corporation (herein, together with its respective successors and assigns, referred to as "Westaff USA"), Westaff, Inc., a Delaware corporation (herein, together with its respective successors and assigns, referred to as "Westaff"), Westaff Support, Inc., a California corporation (herein, together with its respective successors and assigns, referred to as "Westaff Support"), and MediaWorld International, a California corporation (herein, together with its respective successors and assigns, referred to as "MediaWorld" and together with Westaff (USA), Westaff and Westaff Support, each individually, from time to time, referred to herein as a "Borrower" and collectively as the "Borrowers") and DelStaff, LLC, a Delaware limited liability company (herein, together with its successors and assigns, called "Lender") with reference to the following:

June 9th, 2008
Westaff IncFIRST AMENDMENT TO FINANCING AGREEMENT

THIS FIRST AMENDMENT TO FINANCING AGREEMENT (“First Amendment”) is made as of March 31, 2008 to amend and provide certain consents under that certain Financing Agreement (the “Agreement”), dated as of February 14, 2008, among Westaff (USA), Inc., a California corporation (“Borrower”), Westaff, Inc., a Delaware corporation and the sole shareholder of Borrower, as parent guarantor (“Parent Guarantor”), each of the lenders party thereto and defined therein as “Lenders”, and U.S. Bank National Association in its separate capacities as the LC Issuer thereunder and as Agent for the benefit of the Secured Parties. Capitalized terms used herein and not otherwise defined herein having the respective meanings ascribed thereto in the Agreement.

June 2nd, 1998
Western Staff Services IncTABLE OF CONTENTS
June 4th, 2002
Westaff IncSECURITY AGREEMENT

THIS SECURITY AGREEMENT, dated as of May 17, 2002, is made by and among Westaff, Inc., a Delaware corporation (“Parent”), Westaff (USA), Inc., a California corporation (“Westaff USA”), Westaff (CA), Inc., a California corporation (“WCA”), Westaff Limited Partnership, a Delaware limited partnership (“WestLP”, collectively with Westaff USA and WCA, “US Borrowers”), Westaff Support, Inc., a California corporation (as “Term Borrower”), Westaff (GP), Inc., a California corporation (“WGP”), Westaff (LP), Inc., a California corporation (“WLP”), Western Medical Services, Inc., a California corporation (“WMS”), and Mediaworld International, a California corporation (“MWI”); (Parent, Westaff USA, Term Borrower, WGP, WLP, WestLP, WCA, WMS, and MWI are sometimes collectively referred to herein as “Grantors” and individually as a “Grantor”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, individually and in its capacities as US Agent and UK Agent for Lenders (“Agent”).

August 26th, 2008
Westaff IncFIRST AMENDMENT

The Executive Employment Agreement effective as of June 1, 2007 by and among Westaff Support, Inc., Westaff (USA), Inc. and Westaff, Inc. (collectively the “Company”),, and Michael T. Willis (“Executive” or “you”) is hereby amended as follows.

August 24th, 2004
Westaff IncTO EMPLOYMENT AGREEMENT BY AND AMONG WESTAFF SUPPORT, INC., WESTAFF, INC., AND DWIGHT S. PEDERSEN

The Employment Agreement effective as of January 14, 2002 by and among Westaff Support, Inc. (the “Company”), Westaff, Inc. (“Westaff”), and Dwight S. Pedersen (the “Executive”) and amended effective June 30, 2003 is hereby further amended as follows effective June 30, 2004:

February 19th, 2002
Westaff IncWestaff Employment Contract

Westaff hereby agrees to hire you or continue your employment and you agree to accept employment or continue your employment with Westaff upon the following terms and conditions:

March 22nd, 2005
Westaff IncSEVERANCE AGREEMENT

This Severance Agreement and Release (“Agreement”) is made by and between Westaff, Inc., a Delaware corporation (“Westaff”), Westaff Support, Inc., a California corporation and subsidiary of Westaff (“Support”), and Dwight S. Pedersen (“Pedersen”):

August 25th, 1998
Western Staff Services IncEMPLOYMENT AGREEMENT This Agreement, effective January 1, 1999, is among Western Staff Services (USA), Inc., a California corporation ("Western"), Western Staff Services, Inc. ("WSS"), a Delaware corporation, and Michael K. Phippen ("Phippen"). Western ...
August 6th, 2008
Westaff IncFORBEARANCE AGREEMENT

THIS FORBEARANCE AGREEMENT, dated as of July 31, 2008, is entered into by and among the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), U.S. Bank National Association, as administrative agent for the Lenders (in such capacity, the “Agent”), Westaff (USA), Inc., a California corporation (the “Borrower”), and Westaff, Inc., a Delaware corporation and the sole shareholder of the Borrower, as parent guarantor (the “Parent Guarantor”), with reference to the following facts:

August 21st, 2007
Westaff IncTRANSITION AND RELEASE AGREEMENT

This Transition and Release Agreement (the “Agreement”) is entered into as of April 30, 2007, by and among Westaff Support, Inc., (the “Company”), Westaff, Inc. (“Parent”) and Patricia M. Newman (“Executive”) (collectively, the “Parties”).

January 11th, 2005
Westaff IncMULTICURRENCY CREDIT AGREEMENT AND CONSENT OF GUARANTORS

This SIXTH AMENDMENT TO MULTICURRENCY CREDIT AGREEMENT AND CONSENT OF GUARANTORS (this “Amendment”) is dated as of January 5, 2004, and entered into by and among WESTAFF, INC., a Delaware corporation (“Parent”), WESTAFF (USA), INC., a California corporation (“US Borrower”), WESTAFF (U.K.) LIMITED, a limited liability company incorporated under the laws of England and Wales (“UK Borrower”), WESTAFF SUPPORT, INC., a California corporation (“Term Borrower”, and together with US Borrower and UK Borrower, the “Borrowers”), the financial institutions signatory hereto that are parties as Lenders to the Credit Agreement referred to below (the “Lenders”), and GENERAL ELECTRIC CAPITAL CORPORATION, as agent for the US Revolving Lenders, the Term Lenders and the UK Revolving Lenders (as defined in the Credit Agreement referred to below).

June 19th, 2008
Westaff IncEMPLOYMENT AGREEMENT

This Employment Agreement (“Agreement”) deemed effective as of June 16, 2008 and is entered into by and among Westaff Support, Inc., Westaff (USA), Inc. and Westaff, Inc. (collectively, the “Company”) and Christa Leonard (the “Executive”). The parties agree to the following terms and conditions of the Executive’s employment.

August 21st, 2001
Westaff IncEMPLOYMENT AGREEMENT

This Employment Agreement ("Agreement"), effective May 1, 2001, is among Westaff Support, Inc., a California corporation ("Westaff"), Westaff, Inc., a Delaware corporation (the "Company"), and TOM D. SEIP (the "Executive"). Westaff, the Company and the Executive agree to the following terms and conditions of employment.

January 31st, 1997
Western Staff Services IncEXHIBIT 10.7.3 Form of Addendum to Stock Option Agreement (Involuntary Termination Following a Corporate Transaction) ADDENDUM TO STOCK OPTION AGREEMENT
November 26th, 2008
Westaff IncFIRST AMENDMENT TO SECOND AMENDED AND RESTATED FORBEARANCE AGREEMENT

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED FORBEARANCE AGREEMENT (this “Amendment”), dated as of November 20, 2008, is entered into by and among the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), U.S. Bank National Association, as administrative agent for the Lenders (in such capacity, the “Agent”), Westaff (USA), Inc., a California corporation (the “Borrower”), and Westaff, Inc., a Delaware corporation and the sole shareholder of the Borrower, as parent guarantor (the “Parent Guarantor”), with reference to the following facts:

August 26th, 2003
Westaff IncFIRST AMENDMENT TO EMPLOYMENT CONTRACT BY AND BETWEEN WESTAFF SUPPORT, INC. AND DIRK A. SODESTROM

The Employment Contract dated as of January 1, 2001 by and between Westaff Support, Inc. ("Westaff") and Dirk A. Sodestrom ("you") is hereby amended as follows effective June 30, 2003:

August 24th, 1999
Westaff IncWESTAFF (USA), INC. WESTERN MEDICAL SERVICES, INC.
December 9th, 2008
Westaff IncSECOND AMENDMENT TO SECOND AMENDED AND RESTATED FORBEARANCE AGREEMENT

THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED FORBEARANCE AGREEMENT (this “Amendment”), dated as of December 3, 2008, is entered into by and among the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), U.S. Bank National Association, as administrative agent for the Lenders (in such capacity, the “Agent”), Westaff (USA), Inc., a California corporation (the “Borrower”), and Westaff, Inc., a Delaware corporation and the sole shareholder of the Borrower, as parent guarantor (the “Parent Guarantor”), with reference to the following facts:

June 9th, 2008
Westaff IncCONTINUING GUARANTY [Parent Guarantor]

FOR VALUE RECEIVED, and in consideration of any loan or other financial accommodation heretofore or hereafter at any time made or granted to WESTAFF (USA), INC., a California corporation (“Borrower”), by Agent or any Lender under (and as such terms are defined in) the Financing Agreement referred to below, the undersigned, WESTAFF, INC., a Delaware corporation (“Guarantor”), hereby agrees as follows:

August 24th, 2004
Westaff IncTO EMPLOYMENT CONTRACT BY AND BETWEEN WESTAFF SUPPORT, INC. AND DIRK A. SODESTROM

The Employment Contract dated as of January 1, 2001 by and between Westaff Support, Inc. (“Westaff”) and Dirk A. Sodestrom (“you”) and amended effective June 30, 2003 is hereby further amended as follows effective June 30, 2004:

January 31st, 1997
Western Staff Services IncEXHIBIT 10.7.6