0001193125-03-092769 Sample Contracts

BY AND AMONG KFORCE INC.,
Agreement and Plan of Merger • December 11th, 2003 • Hall Kinion & Associates Inc • Services-help supply services • Delaware
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IRREVOCABLE PROXY AND VOTING AGREEMENT
Voting Agreement • December 11th, 2003 • Hall Kinion & Associates Inc • Services-help supply services • Delaware

THIS IRREVOCABLE PROXY AND VOTING AGREEMENT (this “Agreement”), dated as of December 2, 2003, is entered into by and between Hall, Kinion & Associates, Inc., a Delaware corporation (the “Company”), on the one hand, and William L. Sanders (“Shareholder”) on the other hand, and, with respect to Section 8(j) only, Kforce Inc., a Florida corporation (the “Parent”).

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