MALLESONS STEPHEN JAQUES LETTERHEAD] Share Sale Agreement Dated 27 September 2008 Westaff Inc ("Seller") Humanis Blue Pty Limited ("Buyer") Mallesons Stephen Jaques Level 50 Bourke Place 600 Bourke Street Melbourne Vic 3000 Australia T +61 3 9643 4000...Westaff Inc • February 13th, 2009 • Services-help supply services • Victoria
LOAN AGREEMENTLoan Agreement • February 13th, 2009 • Westaff Inc • Services-help supply services
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:
SECURITY AGREEMENTSecurity Agreement • February 13th, 2009 • Westaff Inc • Services-help supply services
THIS SECURITY AGREEMENT (this "Agreement"), dated as of August 25, 2008, is entered into by and among DELSTAFF, LLC, a Delaware limited liability company ("Lender"), WESTAFF (USA), INC., a California corporation ("Westaff (USA)"), WESTAFF, INC., a Delaware corporation ("Westaff"), WESTAFF SUPPORT, INC., a California corporation ("Westaff Support"), and MEDIAWORLD INTERNATIONAL, a California corporation ("MediaWorld"; and together with Westaff (USA), Westaff and Westaff Support, each is individually from time to time is referred to herein as a "Grantor" and collectively as "Grantors"), with reference to the following facts:
Employment ContractWestaff Inc • February 13th, 2009 • Services-help supply services
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:
HUMANIS GROUP LETTERHEAD]Westaff Inc • February 13th, 2009 • Services-help supply services
